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Value

of
the
network
Connecting customers to opportunities
HSBC Holdings plc
Annual Report and Accounts 2015

Connecting customers
to opportunities
HSBC aims to be where the growth is, enabling
businesses to thrive and economies to prosper,
and ultimately helping people to fulfil their hopes
and realise their ambitions.

Financial Review
Detailed reporting of our financial
performance, at Group level as well
as within our matrix structure. It also
includes our full risk report and reporting
on how we manage capital.

As a reminder

Corporate Governance

Reporting currency
We use US dollars.

Details of our Board of Directors and senior


management, and our approach to
corporate governance and remuneration.

Adjusted measures
We supplement our IFRSs figures
with adjusted measures used by
management internally. These
measures are highlighted with the
following symbol:
Further explanation may
be found on page 48.

Financial Statements
Our financial statements and related
notes and reports.

Other Information
Important information for our shareholders,
including contact information. Like any
industry and company, we have our set of
abbreviations and terminology. Accordingly,
we provide an explanation of the abbreviations
used and a glossary of key terms.
Cover image:
Tsing Ma Bridge carries road and rail
traffic to Hong Kong International Airport
and accommodates large container ships.
At HSBC, we help customers across the world
to trade and invest internationally.

HSBC Holdings plc


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47 Detailed financial performance


48 Financial summary
65 Global businesses
76 Geographical regions
101 Risk
227 Capital

249
249

256
262
275
277
278
285
322

Corporate Governance Report


Biographies of Directors and
senior management
Board of Directors
Board committees
Internal control
Going concern and viability
Employees
Directors Remuneration Report
Directors Responsibility Statement

323 Report of the Independent Auditors


336 Financial Statements
347 Notes on the Financial Statements

470
478

479
483
491

Shareholder information
Forward-looking statements
and Certain defined terms
Abbreviations
Glossary
Index

Strategic Report
Financial Review

This Strategic Report was approved


by the Board on 22 February 2016.
Douglas Flint, Group Chairman

Corporate Governance

Additional information
Additional information, including
commentary on 2014 compared
with 2013, may be found in the
Form 20-F. It is filed with the
US Securities and Exchange
Commission (SEC) and is available
on www.hsbc.com and www.sec.gov.

An overview of how we are structured,


what we do and where, our strategic actions,
the principal risks we face, and high-level
performance information. The section is
introduced by both the Group Chairman and
Group Chief Executive, and also explains the
role of the Board.

02 HSBC at a glance
04 Who we are
06 Group Chairmans Statement
10 Group Chief Executives Review
12 Our strategy
14 Value of the network
16 Delivering our network to customers
18 Strategic actions
20 Progress on selected strategic actions
22 Financial overview
28 Global businesses
32 Regions
34 How we do business
39 Our approach to tax
40 Our conduct
42 Risk overview
44 Remuneration

Financial Statements

We have changed our Strategic


Report to make the information
more accessible. We provide
signposts when further information
can be found either elsewhere in
the Annual Report and Accounts or
on our website, www.hsbc.com.

Strategic Report

Shareholder Information

Weve changed how


we are reporting this year

Strategic Report

HSBC at a glance
We are one of the most international banking
and financial services organisations in the world.

Group

Global businesses

Our operating model consists


of four global businesses and
five geographical regions supported
by 11 global functions.

 ur global businesses set globally consistent


O
business strategies and operating models.
They manage the products and business
propositions offered to our customers.

Reported profit before tax


(2014: $18.7bn)

$18.9bn
Reported revenue
(2014: $61.2bn)

$59.8bn
Key highlights
We grew adjusted revenue
by 1%, primarily in clientfacing GB&M, CMB and
Principal RBWM.

Retail Banking and


Wealth Management
(RBWM)

Commercial Banking
(CMB)

Global Banking and


Markets (GB&M)

Global Private
Banking (GPB)

We help millions of
people across the
world to manage
their finances, buy
their homes, and
save and invest for
the future. Our
Insurance and
Asset Management
businesses support
all our global
businesses in meeting
their customers needs.

We support more
than two million
business customers
in 55 countries with
banking products and
services to help them
operate and grow.
Our customers range
from small enterprises
focused primarily
on their domestic
markets, through
to large companies
operating globally.

We provide financial
services and products
to companies,
governments and
institutions. Our
comprehensive
range of products
and solutions, across
capital financing,
advisory and
transaction banking
services, can be
combined and
customised to
meet our clients
specific objectives.

We help high net


worth individuals
and their families
to grow, manage
and preserve
their wealth.

Further details
on page 30

Adjusted operating expenses


increased by 5% from 2014.
However, costs in the second
half of the year were in line with
the first half as our cost saving
initiatives began to take effect.
Through management initiatives,
we were able to reduce riskweighted assets (RWAs) by
$124bn in 2015 and therefore
also the amount of capital we
are required to hold.

Further details
on page 29

Reported profit
before tax

$5.0bn
Adjusted profit before tax
(2014: $22.0bn)

$20.4bn

Further details
on page 28

Further details
on page 31

$8.0bn

$7.9bn

Adjusted profit before tax


($bn)

Risk-weighted assets
(2014: $1,220bn)

$1,103bn

$0.3bn

Risk-weighted assets
($bn)

RBWM

6.8

RBWM

189.5

CMB

8.2

CMB

421.0

GB&M

8.7

GB&M

440.6

GPB

0.5

GPB

(3.9)

Other

Other

Key
Other main items are property activities, unallocated
RBWM activities,
CMB centrally
GB&M
investment
held investment companies,
GPB
and
movementOther
in fair value of own debt.
For further details, see page 73 and 99.
1

HSBC Holdings plc


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19.3
1

32.6

HSBC at a glance

-3.7%
Adjusted jaws

$0.51
Dividends per
ordinary share
in respect
of 2015

Geographical regions

For further
details on our
regions, see
page 32.

We operate in 71 countries and territories


around the world. Our operating entities
represent HSBC to customers, regulators,
employees and other stakeholders.

Financial Review

Return on equity

Market presence

Latin America

Europe

Middle East
and North Africa

Asia

Canada
US

Mexico

UK
France
Germany
Switzerland

Egypt
Saudi Arabia
UAE

Hong Kong
Australia
Mainland China
India
Indonesia
Malaysia
Singapore
Taiwan

Financial Statements

North America

Corporate Governance

Priority markets:

Priority markets
Other market presence

Reported profit before tax


($bn)

Risk-weighted assets
($bn)

Adjusted profit before tax


($bn)

0.6

2.4

337.4

15.8

14.5

459.7

1.5

1.5

60.4

0.6

1.6

191.6

0.5

73.4

5
Key
1. Europe
2. Asia
3. Middle East and North Africa

0.3

5
4. North America
5. Latin America

HSBC Holdings plc


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Shareholder Information

7.2%

Strategic Report

Key metrics

Strategic Report

Who we are

150 years
of helping customers

We seek to build trusting


and lasting relationships
with our many stakeholders
We are more than
250,000 employees
working around the
world to provide over
47 million customers
with a broad range of
banking products and
services to meet their
financial needs.

Our values

Our role in society

Our values define who we are as an


organisation and make us distinctive.

How we do business is as important as


what we do. We seek to build trusting
and lasting relationships with our many
stakeholders to generate value in society
and deliver long-term shareholder returns.

Open
We are open to different ideas and
cultures, and value diverse perspectives.
Connected
We are connected to our customers,
communities, regulators and each
other, caring about individuals and
their progress.
Dependable
We are dependable, standing firm
for what is right and delivering
on commitments.

150-year heritage
These values reflect the best aspects of
our 150-year heritage. They are critical to
fulfilling our purpose to help businesses
to thrive, economies to prosper and
people to realise their ambitions.

The scale of our operations makes this


all the more important. We serve more
than 47 million customers around the
world, ranging from individuals to the
largest of companies. We are committed
to conducting our business in a way
that delivers fair value to customers,
strengthens our communities and
helps ensure a properly functioning
financial system.
We employ more than a quarter of a
million people, and provide opportunities
for professional development and
personal growth. Our people represent
more than 150 nationalities and reflect
our diversity and reach. We value diversity
as essential to who we are and our ability
to fulfil our purpose.
We also recognise the significant role
that the financial system plays in tackling
challenges such as financial crime and
climate change. We are strengthening
our ability to safeguard customers and
ourselves against financial crime, and
believe this will be a source of long-term
advantage for our business. We are also
committed to helping enable a transition
to a low-carbon economy through our
business activities and our own operations.
For further details, see How we do
business on page 34.

HSBC Holdings plc


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Facilitate more than

1865

Employees

in trade and
receivables
finance

More than

47m
customers

More than

40,000

digital retail
payments

Serving
more than

internal employee
movements

More than

205m

languages
spoken

55,000

branches

More than

145

More than

4,700

countries
and territories

$49bn

full-time
equivalent
(FTE)

More than

71

New mortgage
lending

255,000

$500bn
Present in

and we are mindful


of our responsibilities
to multiple stakeholders

300,000

supplier
relationships

100

payments processed
each second

HSBC Holdings plc


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Financial Statements

Established

Our network of
businesses connects
customers to
opportunities

hours
volunteering

More than

550
regulatory
relationships

Shareholder Information

Our heritage,
diversity and scale
make us unique

Corporate Governance

Financial Review

Strategic Report

Who we are

Strategic Report

Group Chairmans
Statement
We enter 2016 with a clear strategy and with
a plan for its implementation already well
under way. Our diversified business model
and balance sheet strength form the foundation
for our future progress, and position HSBC
well to deal with todays challenging economic
and financial conditions.
2015 was marked by some seismic shifts in global
economic conditions, most notably the continuation
of a sharp decline in commodity and oil prices,
in part attributable to growing concerns over Chinas
slowing economic growth. As a consequence,
monetary policy remained accommodative
throughout the major developed economies and
key currency interest rates remained at historically
low levels. Fiscal priorities continued to focus on
controlling spending, an emphasis replicated in the
private sector as weak revenue growth persisted
in many industries.
Against this backdrop, the Groups financial
performance in 2015 was broadly satisfactory,
with reported profit before tax rising 1% to
$18.9bn. On the adjusted basis used to measure
management and business performance, profit
before tax of $20.4bn was 7% lower than
that achieved in 2014, driven by higher costs
and credit charges.
Earnings per share of $0.65 compared with $0.69
in 2014. Sound management of capital, accelerated
run-off of legacy books and shrinking the balance
sheet in areas that can no longer support the
expanded capital requirements now in force,
contributed to the common equity tier 1 ratio
increasing by 0.8 percentage points to 11.9%.
This capital released from managing the asset
base, together with that generated from operations,
allowed the Board to approve a fourth interim
dividend in respect of 2015 of $0.21 per ordinary
share. This took dividends per ordinary share in
respect of the year to $0.51, $0.01 higher than
2014. Total dividends in respect of 2015 amounted
to $10.0bn, $0.4bn higher than in respect of 2014.
In approving the dividend increase, the Board noted
that prospective dividend growth remained
dependent upon the long-term overall profitability
of the Group and delivering further release of less
efficiently deployed capital. Actions to address
these points are core elements of the Investor
Update provided last June.

HSBC Holdings plc


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The successful negotiation of a majority stake


in a new nationally licensed securities joint-venture
in mainland China is the culmination of more
than a decade of seeking out an appropriate
platform through which to participate in the
countrys fast-developing securities markets.
Once final approvals have been received, we
believe this will establish a landmark opportunity
for HSBC to contribute to the development of
Chinas capital markets.

Our three major businesses generated higher


revenue, notwithstanding the uncertain
economic environment and the considerable
reshaping necessitated by regulatory changes
During 2015, the Group maintained, reinforced and
broadened its leadership position in all aspects of
the internationalisation of the renminbi. This position
has been built over the past five years to establish
a highly competitive platform to service Chinas
international trade and investment flows as it
pursues the financial liberalisation and outgoing
investment priorities laid out in the recent 13th
five-year plan. The recent highly successful State
visit to the UK, following an equally successful
Economic and Financial dialogue in China, served to
illustrate the huge potential for mutually beneficial
cooperation between the UK and China from which
HSBC is uniquely positioned to benefit in the realm
of financial services.
The disposal of our Brazilian operations, which
is expected to complete shortly, was both timely
and well executed. This divestment was a key
element of the Boards desire to simplify the Group
and redeploy capital to geographic areas where
we have greater competitive strength, most
particularly in Asia.

Finally, and underpinning the above, we made


further progress embedding the standards now
expected to protect customers and the financial
system from bad actors and financial crime. We are,
however, not yet where we need to be. There is still
more investment to make with ever greater urgency
as more and more activity takes place digitally
through multiple channels and via increasingly
sophisticated mobile devices. HSBCs determination
to address emerging risks and identify bad actors
remains resolute. The Board has made it one of its
top priorities to oversee and ensure managements
delivery of the necessary enhancements to
customer and transaction screening systems.

The regulatory landscape has


become clearer
The second half of 2015 saw completion of some
of the most important and complex initiatives
undertaken to repair the fault lines that contributed
to the global financial crisis. International agreement
was reached on the amount of total loss-absorbing
capacity that global systemically important banks,
such as HSBC, need for orderly resolution, without
risks to public funds. This allowed the Financial
Stability Board to report to G20 leaders that they
had finalised the tools needed to end too big to fail
in the banking sector. There is still much to do
to build these tools into national legislative and
regulatory frameworks; however, this international
agreement is an important step forward towards
finally settling the capital base against which we
can assess our target returns.

Shareholder Information

Our three major businesses generated higher


revenue, notwithstanding the uncertain economic

Across all businesses, the Board recognised


a heightened emphasis on customer focus, which
permeated recruitment, training, product design
and incentives. This is essential to the restoration
of trust.

Financial Review

When assessing management performance during


2015, outside of the financial results, the Board took
particular account of the following aspects.

Corporate Governance

The Strategic Report highlights delivery to date


against the strategic objectives laid out in last
Junes Investor Update.

environment and the considerable reshaping


necessitated by regulatory changes. Global Banking
and Markets and Retail Banking and Wealth
Management, in particular, have made significant
changes to their business models and are now
beginning to see the benefits. Commercial Banking
continued to leverage the value of the Groups
international network and product capabilities.
Global Private Banking, chastened by the exposure
of historical failings in Switzerland, accelerated
disposal of a number of customer portfolios as
it refocused its business model on core customer
segments within a fully transparent operating model.

Financial Statements

Sound progress on strategic initiatives

Strategic Report

Group Chairmans Statement

HSBC Holdings plc


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Strategic Report | Group Chairmans Statement

There is now broad agreement that the


implementation of the suite of regulatory reforms
introduced post-crisis has made the financial system
more resilient. Accordingly, public policy priorities
are now focusing on harnessing this greater strength
and resilience to support economic growth, which
we welcome.
Concentration within the current regulatory
agenda is increasingly on new and emerging risks
and vulnerabilities. There is growing industry
participation in dialogue around these emerging
threats, most notably regarding cyber risk, the
changing liquidity dynamics resulting from more
market-based finance and financial exclusion
stemming from excessive risk aversion.
Likewise, addressing the root causes of the
misconduct issues that have bedevilled our industry
in recent years has led to growing cooperation
arising out of the multiplicity of joint working groups
and enquiries that have examined the most serious
failings. 2016 sees the introduction of the new
Senior Managers Regime in the UK, which will
reinforce individual responsibility and accountability,
which we welcome.
Also in the UK, 2015 saw further clarity given to
the operation of the ring-fenced bank structure
and a welcome announcement of a reduction in
the scope and rate of the bank levy going forward.
It is too early to say whether this amounts to a new
understanding between the industry and the public,
but it is encouraging that the industry is once again
gaining a voice at a time of great economic and
geopolitical uncertainty. We can only fulfil our
essential role if we have regained trust, a fact that
is now fully understood.

Review of headquarters location


As we announced last week, the Board concluded
its review of domicile alternatives and decided
unanimously to remain headquartered in the UK.
As we evaluated jurisdictions against the specified
criteria, it became clear that the combination of
our strategic focus on Asia and maintaining our hub
in one of the worlds leading international financial
centres, London, was not only compatible, but
offered the best outcome for our customers and
shareholders. This decision was taken after some
10 months of careful analysis and assessment
of geopolitical, economic, regulatory and financial
factors. Advice was taken from internationally
respected experts and from leading financial
advisers. After considering all the relevant factors,
the Board concluded that having our headquarters
in the UK and our significant business in Asia Pacific
led from Hong Kong, delivers the best of both
worlds to our stakeholders. The completion of this
review closes out one of the 10 strategic actions
set out at our Investor Update last June.

Board changes
Subsequent to the changes announced with our
interim results, we have made further changes to
the Board. Safra Catz stepped down from the Board
at the end of 2015 and Sir Simon Robertson, our
Deputy Chairman, and Rona Fairhead will retire
at the forthcoming Annual General Meeting.

There is now broad agreement that the


implementation of the suite of regulatory
reforms introduced post-crisis has made
the financial system more resilient
Safra served on the Board for nearly eight years
while Simon and Rona are HSBCs longest serving
non-executive Directors, having served for close to
10 and 12 years, respectively. Over their respective
periods of service, they have made invaluable
contributions to the Group, not least during the
global financial crisis, for which the Board is
extremely grateful. Their combined expertise and
experience in matters of governance, audit and
risk, remuneration, technology, and international
business affairs has been invaluable to HSBC
and they will, upon their retirement, be sorely
missed. On behalf of shareholders and the Board,
I want to take this further opportunity to recognise
their immense contributions to HSBC.
The Board was delighted to announce the
appointments of Paul Walsh and Henri de Castries
as independent non-executive Directors. Paul
joined the Board on 1 January 2016 and Henris
appointment takes effect from 1 March 2016.
Paul Walsh was Group CEO of Diageo plc between
2000 and 2013. Under his leadership, Diageo was
refocused from a diversified food, beverage and
hotels conglomerate into one of the worlds leading
global alcoholic beverage businesses. In building
this position, Paul took Diageo from a largely
European and US business into emerging markets
and to global leadership through the acquisition of
many of the worlds leading brands.
Henri de Castries has more than 25 years of
international experience in the finance industry.
Henri has been Chairman and Chief Executive
Officer of AXA, one of the worlds leading global
insurance and asset management companies since
April 2010 after serving as Chairman of its
Management Board from May 2000.
Their international experience and track record
in leading the reshaping of growing businesses,
including undertaking business portfolio
realignments, will be of great value to the Board as
we address the opportunities and challenges ahead.

HSBC Holdings plc


8

We enter 2016 with a clear strategy and with


much of the Groups required reshaping
completed or under way
We were delighted, therefore, to announce a
partnership with Cancer Research UK to support
the scientific leaders of tomorrow through a
$25m contribution towards the development
and construction of the Francis Crick Institute.
This state-of-the-art biomedical research facility
will open in the heart of London in 2016 and support
more than 1,200 scientists, collaborating to tackle
the diseases that pose the greatest threat to
humanity cancer, heart disease, lung disease
and infectious diseases, including HIV and malaria.
To mark HSBCs support, 150 PhD students,
selected from across the world, will have the
opportunity to conduct vital research at the
new institute.

Looking ahead
Current market conditions are inevitably concentrating
attention on the risks that exist within the global
economy. It is, however, important also to recognise
again the resilience that our diversified business
model and balance sheet strength provide, as well
as noting the many counterbalances that should help
to underpin the global economy.
Chinas slower economic growth will undoubtedly
contribute to a bumpier financial environment, but
it is still expected to be the largest contributor to
global growth as its economy transitions to higher
added value manufacturing and services and
becomes more consumer driven. This transition
is driving our focus on the Pearl River Delta as a
priority growth opportunity given its concentration
of high tech, research focused and digital businesses.

HSBC Holdings plc


9

Technology advancements in financial services are


broadening access, improving customer service and
lowering the costs of service delivery. At the same
time, the amount of data held digitally is exploding,
reinforcing the need to bolster cyber security. There
is an urgent public policy need to clarify how
responsibility is to be shared, given the growing
number of routes through which customers can
authorise movement of money from their accounts
or the sharing of data within these accounts.
We enter 2016 with a clear strategy and with much
of the Groups required reshaping completed or under
way. Our 264,000 staff, like their predecessors, went
the extra mile consistently throughout 2015 to meet
the demands placed on them by our customers,
regulators and the public. I want to place on the
record the Boards appreciation of that commitment
and our gratitude for what they have achieved to
make HSBC fit for the next 150 years.

Douglas Flint
Group Chairman
22 February 2016

Financial Review

We also wanted to identify a distinctive cause with


global significance to mark our special anniversary.

Similarly, the agreements reached on climate change


at the recent COP21 conference in Paris will require
further significant infrastructure renewal. They
will also greatly expand the market for sustainable
financing options such as green bonds where HSBC
is a leading participant. Reinforcing this position,
the Group recently committed $1bn to a green
bond portfolio to fund projects in sectors such
as renewable energy, energy efficiency, clean
transportation and climate change adaption as
well as SME financing in sectors such as public
transport, education and healthcare.

Corporate Governance

HSBC has also always recognised its responsibilities


to the communities it serves and so in this special
year committed $150m of additional funding
to community projects around the world over
three years.

The global focus on infrastructure development,


most notably the Belt and Road initiative in China
and the Juncker plan in Europe will expand public/
private financing opportunities.

Financial Statements

In 2015, HSBC marked its 150th anniversary by


recognising its staff for their essential contributions
through the ages, and its customers for their shared
commitment and loyalty. As we enter the next
period of our history, I want to reiterate these
messages of gratitude and underline our recognition
that such commitment and loyalty have to be earned.

There is a real possibility of meaningful stimulus


for the global economy to come from further trade
liberalisation initiatives such as the Trans-Pacific
Partnership agreement, which was signed earlier
this month.

Shareholder Information

Looking back our 150th anniversary

Strategic Report

Group Chairmans Statement

Strategic Report

Group Chief
Executives Review
HSBC is better balanced, better connected
and better placed to capitalise on higher return
businesses than it was 12 months ago.

Business performance
Our performance in 2015 again demonstrated the
fundamental strength of our business. Targeted
investment, prudent lending and our diversified,
universal banking business model helped us achieve
revenue growth in a difficult market environment
whilst also reducing risk-weighted assets.
We also started to implement the actions that
we announced at our Investor Update in June
to adapt HSBC to new operating conditions.
Completing these plans will refocus the business
to achieve stronger, sustainable growth and we
are acting on them quickly and efficiently.
On an adjusted basis, we grew revenue over the
course of the year. Global Banking and Markets
performed strongly and Commercial Banking grew
steadily in spite of slower trade. Principal Retail
Banking and Wealth Management also grew
following a strong Wealth Management performance
in the first half. Global Private Banking grew in
Asia, but was down overall due to the impact
of the continued repositioning of the business.
Our adjusted operating expenses increased
as we continued to strengthen our compliance
capability whilst also investing for growth. However,
a combination of strict cost management and the
cost reduction programmes that we started in the
middle of the year helped us keep second half costs
flat relative to the first half, excluding the bank levy.
Loan impairment charges remained generally low
despite an increase in provisions towards the end
of the year. This demonstrates again our prudent
approach to lending and the benefit of our de-risking
measures since 2011.
In total, we generated $11.3bn of capital in
2015, which enabled us to increase the dividend
and strengthen the common equity tier 1 ratio.

HSBC Holdings plc


10

Group Chief Executives Review

The plans that we announced at our Investor


Update are designed to grow income, reduce
costs and increase our return on equity. There
is a lot to do to achieve our targets but we have
made a good start
We have received a number of offers for our
business in Turkey since June, none of which
were deemed to be in the best interests of
shareholders. We have therefore decided to retain
and restructure our Turkish operations, maintaining
our wholesale banking business and refocusing
our retail banking network. This will provide better
value for shareholders and continue to allow our
clients to capitalise on HSBCs international footprint.
Our cost-reduction measures are already having
an impact on our cost base and HSBC is now a
leaner business than at the half-year. All of our
initiatives to reduce costs are under way and
we expect further progress in 2016.

We continue to expand our business in the Pearl


River Delta and reached a number of milestones
in 2015, including the signing of an agreement
to form the first majority foreign-owned securities
company in mainland China. When approved,
this will allow us to engage in the full spectrum
of securities business in the country.
We remain the worlds number one bank for offshore
renminbi services and increased revenue by 3%
year-on-year in this vitally important growth market.

Strategic Report

Summary and outlook


HSBC is better balanced, better connected
and better placed to capitalise on higher return
businesses than it was 12 months ago. Our
universal banking model is generating higher
income from collaboration between businesses
and our operating expenses and capital ratio
are trending in the right direction. Maintaining
these trends while boosting revenue will be
the principal challenge in the year ahead.
The current economic environment is uncertain,
but our diversified banking model, low earnings
volatility and strong capital generation give us
strength and resilience that will stand us in
good stead.
We remain focused on delivering our nine remaining
strategic actions by the end of 2017.

Stuart Gulliver
Group Chief Executive
22 February 2016

Shareholder Information

We continued to redevelop our businesses in the


US and Mexico over the course of 2015. These are
important businesses in the context of the wider
Group and we are committed to turning them
around. An increase in cross-border business
across the NAFTA area and improved collaboration
between global businesses helped to generate
increased revenue. They remain works in progress.

The development of our Asia businesses is


gaining momentum and we achieved growth
in excess of GDP in seven out of eight of our
priority Asia markets.

Financial Review

Reducing our risk-weighted assets (RWAs) is vital


to achieving a better return for shareholders. In
2015, management action reduced RWAs by
$124bn, which takes us nearly half-way towards
our target to be achieved by the end of 2017. Much
of this reduction came from Global Banking and
Markets, although a large proportion also came from
Commercial Banking, accelerated asset sales in our
US Consumer and Mortgage Lending portfolio and
the sale of our investment in Industrial Bank. We
expect to deliver further RWA reductions in 2016,
in addition to a decrease of around $33bn from
the sale of our business in Brazil.

Investment in flagship transaction banking products


helped to increase our market share, particularly
in Payments and Cash Management, Foreign
Exchange and Securities Services.

Corporate Governance

The plans that we announced at our Investor Update


are designed to grow income, reduce costs and
thereby increase our return on equity. There is a
lot to do to achieve our targets but we have made
a good start.

We are investing in areas of the business that


extract the greatest gain from our international
network and market-leading strength in Asia.

Financial Statements

Adapting HSBC

HSBC Holdings plc


11

Strategic Report

Our strategy
Capturing value from our international network
Our ambition is to be recognised as the worlds leading and
most respected international bank. We will achieve this by
focusing on the needs of our customers and the societies we
serve, thereby delivering long-term sustainable value to all of
our stakeholders.
We aim to provide an unparalleled international network to
connect faster-growing and developed markets. We seek to
develop our wealth and retail banking businesses in markets
where we can achieve profitable scale. Our strategy is built
around long-term trends and reflects our distinctive advantages.

Long-term trends
Increasing global connectivity

Shifting economic powers

The international flow of goods, services


and finance continues to expand, aided
by the development of technology and
data in personal and commercial exchanges.

Of the worlds top 30 economies, we expect


those of Asia, the Middle East and Africa to
grow about three-fold by 2050.

The international flow of goods, services


and finance, 2012 to 2025

Shipping volumes, measured by


weight of goods unloaded

33%

$28 trillion
$85 trillion

2012
2025

Source: McKinsey Global Institute,


Global flows in a digital age (2014)

1990: 4,126m
metric tonnes

62%

Key
Emerging and
transition markets
Developed markets

2014: 9,808m
metric tonnes

Source: United Nations Conference on Trade and Development

Major trade and economic zones


Exports, compound annual growth rate 2014 to 2025

6.2%
Greater China

5.7%
Middle East and
North Africa

5.5%
ASEAN

4.7%

NAFTA

Source: Oxford Economics

HSBC Holdings plc


12

4.4%

Trans-Pacific
Partnership

3.5%

European
Economic Area

Long-term strategy

Unrivalled global presence

Develop our international network

Our network provides access to more than 90%


of global GDP, trade and capital flows. We use it to
offer products that facilitate trade and investment,
and help clients participate in global growth
opportunities. Our global presence helps us build
deeper and more enduring relationships with
businesses and individuals with international needs.

We have an unparalleled presence in, and a longterm commitment to, our strategic markets. We aim
to develop our network of businesses to support future
growth and increasing global connectivity. Our global
reach and range of services place us in a strong
position to connect customers to opportunities, helping
both businesses and individuals to grow and prosper.

Universal banking model

Invest in wealth management


and select retail businesses

Our four global businesses serve the full range of


banking customers, from individual savers to large
multinational companies. This universal banking
model enables us to meet clients diverse financial
needs effectively. Our balanced mix of businesses
supports a strong capital and funding base, reduces
our risk profile and volatility, and generates stable
shareholder returns.

We aim to capture opportunities arising from social


mobility, wealth creation and long-term demographic
changes in our priority markets. We invest in full-scale
retail businesses in markets where we can achieve
profitable scale.

Financial Review

Distinctive advantages

Strategic Report

Our strategy

Growing middle class

Ageing populations

Economic growth in the worlds fast-growing


economies is bringing millions of people into
the middle class, especially in Asia.

The worlds population aged 60 and above will


more than double from less than one billion in
2015 to more than two billion by 2050.

Size of middle class population

Over 64s as a share of working age population


(%)

28%
54%

1.8bn
3.2bn
66% 5.0bn

Key

Asia
Rest of the world

0%
10%
EU
US
Greater China
India
Indonesia
World

20%

30%

Key

2015
2050

Source: United Nations, 2015 Revision


of World Population Prospects

50%

Shareholder Information

Source: OECD Development Centre, Emerging


middle class in developing countries (2010)

40%

Financial Statements

2010
2020
2030

Corporate Governance

We defined a series of strategic actions


to deliver our long-term strategy through 2017.
For details, see page 18.

HSBC Holdings plc


13

Strategic Report

Value of the network


Unrivalled global presence
Our network of businesses covers the worlds largest
and fastest-growing trade corridors and economic zones.
More than 40% of our client revenue derives from
businesses and individuals with an international presence.

Mexico:
Agriculture

Financing growth
ALSA

Tomato producer with 80% of


product exported to the US and
Canada. Our financing products
helped ALSA grow production
capacity by 50% and incorporate
eco-friendly technology. ALSA
manages foreign exchange through
our digital platform, HSBCnet.

Access to opportunities
Our market presence

Transaction banking products

Countries
and
territories

Transaction banking product revenue

accounting for more than

90%
71

of global GDP, trade


and capital flows

Sources: Global Insight (2015)


and United Nations Conference
on Trade and Development (2014)

$15.7bn

Our transaction banking products help clients


participate in global trade and capital flows.
We are an industry leader in: global trade
and receivables finance, payments and cash
management, and foreign exchange. We also
provide securities services to help financial
institutions access international markets.

HSBC Holdings plc


14

Strategic Report

Value of the network

Simplified international banking


Somfy

World leader in door and window


automation, operating in 60 countries.
For more than 10 years, we have
simplified Somfys banking arrangements
across the Americas, Europe, the Middle
East and Asia. We provide Somfy with
cash and liquidity management in 23
countries, including renminbi cash flows
into and out of China.

Financial Review

France:
Motors and automatic controls

Largest trade corridors and market presence


2020 forecast, $ billion
726

HSBC priority market on


both sides of corridor

697
611

586

HSBC priority market on


one side of corridor

275

273

215

193

167

155

155

127

124

118

106

CHN- CAN- CHN- MEX- CHN- CHN- FRA- JPN- CHN- GER- GER- AUS- KOR- GER- CHNUSA USA USA JPN KOR GER USA GER USA UK
CHN USA POL VNM
HK
Source: Oxford Economics

HSBC Holdings plc


15

Our priority markets cover both


sides of nine of the worlds 15
largest bilateral trade corridors,
and represent at least one side
of the other six corridors. These
corridors represent nearly 50%
of global trade. Five of the 15
corridors are within Asia and six
connect countries between two
geographic regions.

Financial Statements

Producer of smart accessories for


global computer and electronics
brands. Our relationships across
Cosmosupplylabs supply chain
in Asia and the US allowed us to
provide tailored financing to help
increase production to meet
fast-growing demand.

Shareholder Information

Tailored financing
Cosmosupplylab

Corporate Governance

Hong Kong:
Design and manufacturing

Strategic Report

Delivering our network


to customers

Services around the world

Business synergies

Engaging in the global economy

Delivering the whole of HSBC

The value of our international network


comes from our connections to the
people and companies that drive
economic activity. We provide products
and services to meet diverse financial
needs from purchasing a music
download to financing the construction of
an international airport. Our relationships
reflect the geographic reach of our
network and the range of customers
we support. For further details on our
global businesses, see pages 28 to 31.

By providing a wide range of product


capabilities and resources, we bring
additional benefits to customers and
efficiencies to the Group. Our global
businesses work together to offer tailored
solutions to the various client segments
we serve across the Group with a higher
level of performance and greater ease
of use.

Our network of clients enables us to


have greater insight into trade and capital
flows across supply chains. When
we bank clients on both sides of a
transaction, we can help them overcome
obstacles and manage risk and liquidity
costs more effectively. We are uniquely
positioned to be the bridge between
customers, both large and small,
around the world.
We develop our products and services
to be globally consistent and to represent
the highest standards across all of our
markets. This allows us to serve our
clients efficiently and in a consistent
way wherever we serve them.

Business synergies
(equivalent % of total reported revenue 2015)

19%

Business synergies revenue


($bn)
2015
2014

For example, we can provide Markets


products to small businesses as well as
large multinational companies. We insure
risks for individuals and corporations alike.
We aim to develop long-term relationships
that lead to us supplying products
and services from across our global
businesses. Many of our private banking
clients, for example, own companies
that are Commercial Banking or Global
Banking and Markets (GB&M) clients.
By sharing knowledge and expertise,
our businesses continuously enhance
our capabilities and operations.
In 2015, business synergy revenue
were equivalent to 19% of total revenue
for the Group. We grew revenue across
the majority of the cross-business
synergies we track, including a 7%
increase in revenue from Payments
and Cash Management (PCM) products
sold to GB&M customers.

Our relationships reflect


the geographic reach
of our network
HSBC Holdings plc
16

11.6
11.0

Financial Review

Strategic Report

Delivering our network to customers

Hong Kong:
Diversified multinational

Corporate Governance

Hongkong Lands Central


portfolio: A major listed
company of the Jardine
Matheson Group with a
portfolio of prime office
and luxury retail property
in key Asian cities.

Comprehensive solutions

We serve Jardine Matheson


globally with a wide range of
products including debt and
equity capital financing, trade
and receivables financing, foreign
exchange, cash management
and asset management. Our
financing and foreign exchange
services have supported Jardine
Matheson in making strategic
acquisitions across Asia.

In 2015, we became the sole


provider of cash management
for Jardine Mathesons retail
subsidiary, Dairy Farm, across
10 markets in the ASEAN region
and Greater China. We also help
Jardine Matheson manage part
of its group pension portfolio with
our asset management products.

Number of markets served

17
12

Number of products provided

Shareholder Information

For more than 100 years,


we have been a trusted
banking partner of the
Jardine Matheson Group,
providing a full spectrum
of banking services and
capital to support it in
achieving its strategic goals.

Financial Statements

Case study: Jardine Matheson

HSBC Holdings plc


17

Strategic Report

Strategic actions
At our Investor Update in June 2015,
we outlined a series of actions to deliver
our strategy and capture value from our
global network.

Delivering our strategy


Since 2011, we have restructured the
Group to make it simpler and leaner.
This means we have a consistent global
structure and a better platform for
growth, increasing our efficiency and
responsiveness to changing conditions.
Today, the Group is financially stronger,
and we are establishing rigorous controls
to protect against financial crime and
misconduct. This is underpinned by a
clear strategy built around serving tens
of millions of loyal customers. As the
world changes, it is vital that we evolve
to meet challenges and make the most
of opportunities.

The competitive landscape has also


changed, with large global banks
retreating from some markets as
local banks emerge as regional
competitors. Technology is reshaping
customer expectations and providing
opportunities to engage in new and
more efficient ways, while also
introducing new forms of competition
from non-bank service providers.
Meanwhile, long-term trends continue
to shift the global economy through
increased international connectivity,
an expansion of capital markets and
larger affluent populations.

Adapting to a changed world

Our strategic actions

Our industry is dynamic, and a series of


important changes to our environment
has taken place since the transformation
we began five years ago. Regulatory
changes have been introduced to make
the financial services industry more
resilient. Greater capital and funding
requirements, increased local regulation
and a sharper focus on conduct and
compliance have materially altered
our business.

In response to these changes, we


announced a series of strategic actions
in June 2015. They are designed to
capture value from our global network
and universal banking model. Each
has a clear outcome targeted for 2017,
and is designed to help achieve our
medium-term financial targets. These
are: increasing our return on equity to
above 10; achieving positive jaws, as
described on page 27; and maintaining
a progressive dividend. The strategic
actions are set out in the table opposite,
which also shows our progress in 2015.

Outbound client revenue


Regional split of total CMB and GB&M
corporate client revenue (excluding
financial institutions) booked outside
of the clients home market
5%
31%

23%

6%

35%
Key
Asia
Europe
Middle East and North Africa
North America
Latin America
Source: Internal HSBC client data

Selected awards and recognition 2015


Trade Finance
Awards for Excellence
Best Overall
Global Trade
Finance Bank

FinanceAsia
Achievement Awards
Best Bank

Asiamoney Offshore
RMB Poll
Best Overall Offshore
RMB Products/
Services

HSBC Holdings plc


18

Euromoney Cash
Management Survey
Best Global
Cash Manager (for
Non-Financial
Institutions)

Euromoney
FX Survey
No. 1 Bank
for Corporates
(Global Market Share)

Strategic actions

Progress during 2015

Key performance indicators

GB&M: achieved over 50% of 201517 target

RWA reduction from management


actions: circa $124bn (circa 45%
of 201517 target on a constant
currency basis)

Actions to resize and simplify the Group

GB&M return
to Group target
profitability; <1/3
of Group RWAs

CMB: achieved over 75% of 201517 target


US Consumer and Mortgage Lending:
accelerated asset sales achieving nearly 40%
of 201517 RWA reduction target

Optimise
global network

Reduced footprint

Signed agreement to sell operations in Brazil,


subject to regulatory approval

Presence reduced to 71 countries


and territories in 2015

Rebuild NAFTA
region profitability

US profit before
tax circa $2bn

Grew US CMB and GB&M adjusted revenue


by 4% and 12%, respectively

See page 20

Mexico profit
before tax
circa $0.6bn

Increased cross-border NAFTA region revenue


by more than 30%

US (excluding CML run-off


portfolio) adjusted profit before
tax: $494m (up 6% on 2014)

Set up UK
ring-fenced
bank

Completed by
2018

Confirmed Birmingham as head office location


for the UK ring-fenced bank (HSBC UK)

Deliver $4.55.0bn
of cost savings

2017 exit rate


to equal 2014
operating
expenses

See page 21

Mexico adjusted profit before tax:


$67m (down 1% on 2014)
Implementation in progress

Established shared services entity in the UK


to remove critical interdependencies between
ring-fenced and non-ring-fenced businesses
Second-half costs in line with the first half from
tight cost control and effect of cost saving plans

Adjusted costs (excluding Brazil):


up 5% on 2014

Cost-to-achieve expense of $0.9bn during 2015

FTE: 255,203 (down 1% on 2014)

Revenue growth
of international
network above
GDP

Average PCM deposits increased by 8%. Revenue


growth in FX and Securities Services businesses

Transaction banking revenue:


$15.7bn (up 4% on 2014)

Strategic investment in receivables finance


platform (now live in more than 20 markets)
and launch of single dealer global FX platform

Revenue synergies: $11.6bn


(up 6% on 2014)

Market share gains

Pearl River Delta: management team in place


and new licences obtained (details on page 21)

Guangdong loans: $4.3bn


(up 5% on 2014)

ASEAN: Enhanced capabilities and digital


propositions; Euromoney Best Domestic Cash
Manager Award for seven ASEAN markets

ASEAN adjusted revenue: $3.2bn


(up 5% on 2014)

Actions to redeploy capital and invest


Deliver growth
above GDP from
international
network
See page 46

Investments in
Asia prioritise
and accelerate
See page 21

Circa 10%
growth p.a. in
assets under
management
in Asia

Grow business
from renminbi
(RMB)
internationalisation

$22.5bn revenue

Global Standards
safeguarding
against financial
crime

Completed
implementation

Asset Management Global CEO relocated


to Hong Kong

Asset Management AUM


distributed in Asia: $129bn
(up 13% on 2014)

Among first fund managers selected for the


Mutual Recognition of Funds Programme
between Hong Kong and mainland China

Insurance manufacturing new


business premiums in Asia:
$2.0bn (up 7% on 2014)

Among first banks to connect to the CIPS


(Cross-border Inter-bank Payment System)

Renminbi internationalisation
revenue, from offshore business
partly or wholly denominated in
RMB as well as selected products
in mainland China: $1.7bn (up 3%
on 2014)

Joint global coordinator and bookrunner for the


Peoples Bank of Chinas RMB5bn bond issued
in London, its first debt offering outside China
Updated procedures in line with new antimoney laundering and sanctions policies

Implementation in progress

Enhanced infrastructure, including systems


related to customer due diligence, transaction
monitoring and screening

See page 21

Domicile
Headquarters
review

Completed review
by end of 2015

Review completed

HSBC Holdings plc


19

Decision announced February


2016 to keep London as global
headquarters location

Corporate Governance

See page 20

Group RWA
reduction: $290bn

Financial Statements

Reduce Group
risk-weighted
assets (RWAs)
by circa $290bn

Financial Review

Targeted outcome
by 2017

Shareholder Information

Strategic actions

Strategic Report

Progress against strategic actions

Strategic Report

Progress on selected
strategic actions
We have mobilised
resources throughout
our organisation to
deliver the results
we have committed
to achieving by 2017.
We aim to capture value from our
network by adapting to structural
changes in our operating environment
and pursuing growth opportunities.
In 2015, we took our first steps
towards achieving the targets we
set out in June. These pages contain
additional information on five selected
actions. For further details on revenue
growth from our international network,
see page 46.

Reduce risk-weighted assets

US and Mexico

We made significant progress in meeting


our risk-weighted asset (RWA)
reduction targets in 2015. We did this
primarily by: exiting or disposing of low
returning portfolios; better managing
processes, calculations and positions;
and being more selective in the business
we undertake.

We are strengthening our businesses in


Mexico and the US to rebuild profitability.
We seek to grow revenue from crossborder banking opportunities across the
North American Free Trade Agreement
(NAFTA) area.

Exit/disposal of low
returning portfolios

We grew revenue from transaction


banking products, including a 9% increase
in Global Trade and Receivables Finance,
and increased collaboration between
our GB&M and CMB businesses. We
improved cost efficiency by consolidating
data centres and moving to lower-cost
office locations.

Nearly $42bn of our total RWA


reduction came from the partial sale
of our investment in Chinas Industrial
Bank, and the accelerated sell-down
of our consumer mortgage portfolio
in the US and our GB&M legacy
credit portfolio.

Management of positions,
processes and calculations
We have refined our RWA calculations,
and implemented process improvements
and exposure reductions in GB&M
and CMB. This reduced RWAs by a
further $82bn, two-thirds of which
was in GB&M.

US growth

Mexico growth
We grew RBWMs adjusted revenue in
Mexico by 7%, growing faster than the
market in cards, mortgages and personal
loans. We increased revenue from
business synergies in 2015, including
an 18% increase in revenue from Global
Trade and Receivables Finance products
provided to GB&M clients.

NAFTA area initiatives


We increased the number of clients we
serve who conduct business across the
NAFTA area. We are developing our
products to better serve customers and
connect supply chains. Our cross-border
revenue between the US and Mexico
grew by more than 10% in 2015.

Group RWA reduction


Change from 2014

NAFTA area revenue


(% of Group revenue)

GB&M risk-weighted assets


($bn)

NAFTA area revenue


($bn; includes intercompany revenue)

-10%

14%
440.6
516.1

2015
2014

HSBC Holdings plc


20

2015
2014

8.3
8.2

We are in a leading position to capture


growth in Asia. Our priorities include
accelerating our business growth in
Chinas Pearl River Delta (PRD), and
developing our Asset Management
and Insurance businesses to benefit
from Asias growing middle class. We
also aim to grow our business in the
Association of Southeast Asian Nations
(ASEAN) region as trade and investment
flows increase in key markets such as
Singapore and Malaysia, and we are
expanding our Indonesian business.

Our cost saving plans and tighter cost


controls have slowed cost growth in
2015. Costs in the second half of the
year were in line with the first half.

Increased efficiency
We removed the requirement for nearly
3,000 roles by automating and eliminating
processes in 2015. We completed over
13% of our target to remove 750 software
applications by the end of 2017. We are
optimising our branch network, and we
closed more than 130 branches in 2015
in six of our largest retail banking markets.
We also introduced a new IT operating
model that achieved a 4% cost reduction
in the IT run rate compared with 2014.

Using technology to
enhance productivity
We increased productivity in our UK
branches through online customer
support and appointment booking. In
CMB, we simplified our processes and
are using technology better to open
new accounts globally. We significantly
reduced the time taken to approve
personal loans from an average of 20
days to two days, and in some cases
instantly, in four of our priority markets.

Pearl River Delta


We are developing our business in the
PRD, in Guangdong, the Chinese province
bordering Hong Kong. The provinces
increasingly sophisticated economy and
links with Hong Kong provide us with a
unique opportunity to create a full-scale
banking business there.
In 2015, we appointed a CEO for
Guangdong and continued to build
infrastructure and recruit staff. We grew
our RBWM mortgage business and
established a branch of HSBC Life
Insurance in Guangzhou. We also agreed
to establish a majority-owned jointventure securities company in Qianhai,
Shenzhen, which, if approved by
regulators, will potentially allow us
to engage in the full spectrum of the
securities business in mainland China.

We are committed to implementing


the most effective global standards
to combat financial crime. We are
therefore putting in place robust controls
aimed at enabling us to understand
more about our customers, what they
do, and where and why they do it. This
comprehensive approach is designed
to help us detect, deter, and prevent
financial crime.

Enhancing infrastructure
and systems
We are rolling out improved systems
and infrastructure to manage financial
crime risk, and improved transaction
monitoring and sanctions screening
capabilities.

Expanding capabilities
We are strengthening our financial
crime detection and investigation
capabilities within our business teams,
including delivering enhanced training
to appropriate staff.
While significant work remains to be
done, we continue to make progress
towards putting in place a robust and
sustainable anti-money laundering
and sanctions compliance programme.

Reduction in manual payments


(% reduced through automation)

HSBC branches in Guangdong

Global Standards employee training

25%

64

Over 2.1m hours

Adjusted costs
($bn)

Guangdong loans
($bn)

Investment in Global Standards


($bn)

2015
2014

36.2
34.6

4.3
4.1

2015
2014

HSBC Holdings plc


21

Corporate Governance

We continue to take action to manage


our costs better. We are growing our
digital capabilities and realising efficiency
gains through automating and reengineering processes. We are
also simplifying our technology and
reshaping our global functions.

Global Standards
safeguarding against
financial crime

2015
2014

1.5
0.9

Financial Statements

Investment in Asia

Shareholder Information

Cost savings

Financial Review

Strategic Report

Progress on selected strategic actions

Strategic Report

Financial overview

Reported results
This table shows our reported results for
the last three years. The results for 2015
are described below.

Net interest income


Net fee income
Net trading income
Other income
Net operating income before loan impairment
charges and other credit risk provisions (revenue)

2015
$m
32,531
14,705
8,723
3,841

2014
$m
34,705
15,957
6,760
3,826

2013
$m
35,539
16,434
8,690
3,982

59,800

61,248

64,645

Loan impairment charges and other credit risk provisions


(LICs)
Net operating income

(3,721)
56,079

(3,851)
57,397

(5,849)
58,796

(39,768)
16,311

(41,249)
16,148

(38,556)
20,240

2,556
18,867

2,532
18,680

2,325
22,565

Reported results

Total operating expenses


Operating profit
Share of profit in associates and joint ventures
Profit before tax

Reported profit before tax


Reported profit before tax was $18.9bn,
up by $0.2bn or 1% from 2014. This
was driven by a favourable movement in
significant items of $2.6bn partly offset
by $0.9bn of adverse effects of foreign
currency translation between the years.
The favourable movement in significant
items included lower fines, settlements,
UK customer redress and associated
provisions (down by $1.3bn in total)
and a gain on the partial disposal of
Industrial Bank ($1.4bn).
Excluding the effects of significant
items and currency translation, profit
before tax was down by 7% from
2014. We describe the drivers of
our performance under Adjusted
performance on page 23.

Reported revenue
Revenue of $59.8bn was $1.4bn
or 2% lower than in 2014. Revenue
benefited from a favourable movement
in significant items but this was more
than offset by the adverse effect of
currency translation of $4.8bn between
the years.

Significant items affecting revenue


in 2015 included:
a $1.4bn gain on the partial sale of
our shareholding in Industrial Bank;
lower provisions and charges relating
to the ongoing review of compliance
with the Consumer Credit Act in the
UK ($0.6bn lower than in 2014); and
an increase in favourable movements
on our own debt designated at fair
value from changes in credit spreads
of $0.6bn.

Reported LICs
Loan impairment charges and other credit
risk provisions (LICs) of $3.7bn were
$0.1bn or 3% lower than in 2014,
reflecting the favourable impact of
currency translation between the years.

Reported operating expenses


Operating expenses of $39.8bn were
$1.5bn or 4% lower than in 2014.
This reduction primarily reflected the
favourable effect of currency translation
of $3.3bn between the years.

HSBC Holdings plc


22

The total of significant items was broadly


in line with 2014, although there were
notable movements as follows:
lower provisions and charges relating
to UK customer redress ($0.7bn
lower than in 2014); and
the non-recurrence of a charge
of $0.6bn in 2014 relating to a
settlement with the US Federal
Housing Finance Agency; broadly
offset by
settlements and provisions in
connection with legal matters
($0.5bn higher than in 2014); and
costs-to-achieve relating to business
transformation of $0.9bn in 2015
(for further details, see page 58).

Reported income from associates


Income from associates of $2.6bn
was in line with 2014.

Strategic Report

Financial overview

the year-on-year effects of foreign


currency translation; and
the effect of significant items that
distort year-on-year comparisons
and are excluded in order to
understand better the underlying
trends in the business.
Adjusted results

Net operating income before loan income charges


and other credit risk provisions (revenue)
Loan impairment charges and other credit risk provisions (LICs)
Total operating expenses
Operating profit
Share of profit in associates and joint ventures
Profit before tax

Adjusted profit before tax


Our adjusted profit before tax fell
by $1.6bn or 7%.
We grew adjusted revenue by $0.5bn
or 1%, notably in GB&M (up by $1.2bn
or 7%), CMB (up by $0.4bn or 3%) and
Principal RBWM, which is our RBWM
business excluding the US run-off

portfolio (up by $0.4bn or 2%). These


increases were partly offset in GPB
(down by $0.1bn or 6%) and Other
(down by $0.3bn).
Our LICs were $0.6bn or 17%
higher than in 2014, primarily due
to increases in CMB ($0.5bn) and
RBWM ($0.3bn), partly offset by
a reduction in GB&M ($0.3bn).

2015
$m

2014
$m

57,765
(3,721)
(36,182)
17,862

57,227
(3,168)
(34,576)
19,483

2,556
20,418

2,493
21,976

Our adjusted operating expenses


increased by $1.6bn or 5%. Excluding
the bank levy, operating expenses in
the second half of 2015 were broadly
in line with the first half of the year.
This was despite investment and
inflationary pressures, and partly
reflects the initial effect of our cost
saving initiatives as well as a strong
focus on cost management.

Corporate Governance

This table shows our adjusted results


for 2015. These are discussed in more
detail on the following pages.

For reconciliations of our reported


results to an adjusted basis, including
lists of significant items, see pages
6667 and 7778.

Financial Statements

Adjusted results

To arrive at adjusted performance,


we adjust for:

Movement in adjusted profit before tax compared with 2014


2015 ($m)
Revenue

57,765

LICs

(3,721)

Operating expenses
Share of profits in associates
and joint-ventures
Profit before tax

(36,182)

Change ($m)
538
(553)

20,418

HSBC Holdings plc


23

(5)
63

(1,558)

1
(17)

(1,606)

2,556

(%)

3
(7)

Shareholder Information

Our reported results are prepared in


accordance with IFRSs as detailed
in the Financial Statements on page 347.
We also present adjusted performance
measures as we believe these help
explain our performance and these are
highlighted with the following symbol:

Financial Review

Adjusted performance

Strategic Report | Financial overview

1%

growth in GB&M,
CMB and
Principal RBWM

Adjusted performance (continued)


Adjusted revenue

Movement in adjusted revenue compared with 2014

Adjusted revenue rose by 1% in part due


to growth in GB&M, CMB and Principal
RBWM reflecting the following:

Principal RBWM

GB&M: Revenue of $18.0bn was


$1.2bn or 7% higher than in 2014.
This was driven by higher revenue
in all client-facing businesses except
Principal Investments. In Equities,
revenue increased by $0.5bn, reflecting
higher client flows and increased
market volatility. Revenue from
transaction banking products rose
$0.4bn as volatility drove higher client
flows in Foreign Exchange, as assets
under custody in Asia rose in Securities
Services, and as deposits rose in
Payments and Cash Management
(PCM). Revenue was also higher in
Balance Sheet Management (BSM),
rising $0.1bn.
CMB: We grew revenue by $0.4bn
or 3%, in particular in Credit and
Lending (up by $0.4bn) and PCM (up
by $0.1bn). This growth was mainly
in Hong Kong and the UK, reflecting
average balance sheet growth. In
Hong Kong, lending balance growth
was primarily in 2014 and the first half
of 2015. Balances were broadly
unchanged for the remainder of 2015
reflecting subdued demand for credit.
In Global Trade and Receivables
Finance, performance was resilient
(revenue down $44m or 2%) despite a
significant decline in commodity prices
(approximately 40%) and stagnant
world trade.
RBWM: Our revenue was broadly
unchanged from 2014. We continued
to reduce the size of the balances
in our US Consumer and Mortgage
Lending (CML) run-off portfolio,
resulting in a fall in revenue of $0.3bn.
However, in our Principal RBWM

2015 ($m)

RBWM US run-off portfolio

Change ($m)

1,155

CMB

14,887

Client-facing
GB&M and BSM

17,973

GPB

2,141

Other

5,456

Total

57,765

2
(22)

(330)

372
1,147
77

61

Legacy credit

(%)

355

22,687

7
>200
(6)

(139)
(250)

(4)
538

Total includes Intersegment revenue of $(6,595)m.

business, revenue was higher (up by


$0.4bn or 2%). This was driven by
increased Wealth Management
revenue in Asia (up by $0.2bn) in the
first half of 2015, from growth in
investment distribution, which more
than offset weaker investor sentiment
in the second half of 2015. There was
also growth in Europe (up by $0.3bn),
notably from insurance manufacturing.
We also increased our current account,
savings and deposit revenue by
$0.1bn, notably in Hong Kong and
the UK, from an increase in customer
deposit balances of $32bn. This was
partly offset by a decrease in Personal
Lending revenue of $0.3bn, primarily
from lower overdraft fees in the UK
after the introduction of a text
message alert service in late 2014.

HSBC Holdings plc


24

GPB: Our revenue fell by $0.1bn or 6%


reflecting lower brokerage and account
services fee income from a managed
reduction in client assets. However,
revenue increased in Asia, notably
in the first half of 2015, due to higher
client activity as a result of stock
market performance.
Other: Revenue was $0.3bn or 4%
lower, reflecting adverse hedging
ineffectiveness movements compared
with favourable movements in
2014 (a net adverse movement
of $0.2bn), together with the nonrecurrence of a gain on the external
hedging of an intra-Group financing
transaction of $0.2bn. In addition,
dividend income was $0.1bn lower
following the partial sale of our
shareholding in Industrial Bank.

Strategic Report

Financial overview

In GB&M, there was a reduction


of $0.3bn in specific impairments
as 2014 included a small number
of significant charges, notably in
Brazil and Hong Kong.

Adjusted operating expenses

2014
$3.2bn
0.30

0.25
0.2

0.19

0.13

1,645

1,011

793
614

800

530

480

617

1Q14
2Q14
3Q14
4Q14
1Q15
2Q15
3Q15
4Q15
Key
Personal
LICs/average gross loans and advances
to customers (excluding Brazil)
Wholesale
Other credit risk provisions

5%

Adjusted operating expenses


$bn

2015
$36.2bn

1H15:
$17.0bn

2H15:
$16.9bn

excluding bank levy

1.5

1.1
8.6

8.2

8.8

8.4

8.5

4Q14

(0.1)
1Q15

2Q15

3Q15

4Q15

Change-the-bank costs rose by $0.5bn


or 16% on 2014. This reflected
investment in regulatory programmes
and compliance, including infrastructure
and systems.
The bank levy of $1.4bn was $0.4bn or
34% higher than in 2014. Excluding the
bank levy, adjusted operating expenses
in the second half of 2015 were broadly
in line with the first half of the year. This
was despite investment and inflation,
and reflected the initial effect of our
cost-saving initiatives and a strong focus
on cost management. This included a
reduction in full-time equivalent staff in
the second half of the year of 4,585 and
lower travel costs.

0.48

0.26

0.14

Our adjusted operating expenses in


2015 were up $1.6bn or 5% on 2014.
Run-the-bank costs rose by $0.8bn
or 2%. This was mainly due to wage
inflation in Latin America and Asia. We
also recruited additional staff across
the Group to support business growth.

2015
$3.7bn

Key
Bank levy
Adjusted operating
expenses (excluding
bank levy)

Costs up year-onyear; however,


costs excluding
the bank levy were
broadly unchanged
in the second half
of the year.

Corporate Governance

LICs increased in RBWM by $0.3bn,


mainly in Brazil as delinquency
rates increased; while in the UAE,
impairments on mortgages rose,
following a review of the quality
and value of collateral.

Adjusted LICs
$bn

Financial Statements

Our LICs were $0.6bn or 17% higher


than in 2014, mainly in CMB ($0.5bn).
This included a fourth quarter increase
in specific LICs in a small number of
countries, largely reflecting local factors,
as well as LICs related to oil and gas.

The quarterly and half-yearly operating expense figures


shown above are stated at the average exchange rate
for the quarter ended 31 December 2015.

For further details on the categorisation


of run-the-bank and change-the-bank
costs, see page 58.

HSBC Holdings plc


25

Adjusted income from associates


Our share of profit from associates
and joint-ventures was broadly unchanged
in 2015. The majority of this profit
was from our investments in Bank
of Communications Co. (BoCom)
and The Saudi British Bank.

Shareholder Information

Adjusted LICs

Financial Review

Adjusted performance (continued)

Strategic Report | Financial overview

Balance sheet and capital strength


Balance sheet
Total assets
($bn)
2,410
2,634
2,671

2015
2014
2013

Loans and advances to customers


($bn)
924
975
992

2015
2014
2013

$2,410bn
2014 to 2015 movement
includes adverse currency
effects of $133bn.

$924bn

2014 to 2015 movement includes


adverse currency effects of $52bn and
the reclassification to held for sale of
$17bn of assets relating to Brazil in 2015.

Common equity tier 1 ratio (end point)


(%)
11.9
11.1
10.9

Risk-weighted assets
($bn)
1,103
1,220
1,093

2015
2014
2013

RBWM

189.5

CMB

421.0

GB&M

440.6

11.9%
Decrease of

We monitor our position by using capital


ratios. These measure capital relative
to a regulatory assessment of risks
taken. We quantify how these risks
relate to our businesses using riskweighted assets. Details of these
risks are included on page 227.

$117bn

Other

Our common equity tier 1 (CET1) ratio


at 31 December 2015 was 11.9%,
up from 11.1% at 31 December 2014.

Distributable reserves
The distributable reserves of HSBC
Holdings plc at 31 December 2015
were $47bn, and at 31 December 2014
were $49bn.

19.3
1

We are focused on reducing our use of


the balance sheet in areas that are capital
intensive relative to returns. This provides
capacity for growth in higher returning
business areas and regions. For example,
in GB&M, we have reduced trading
assets by decreasing holdings of debt
securities in our Rates business in Europe
and North America.

We manage our capital in an effort to


ensure we exceed current regulatory
requirements and are well placed to
meet those expected in the future.

Risk-weighted assets by global business


($bn)

GPB

Total reported assets were $2.4 trillion,


8.5% lower than at 31 December 2014.
On a constant currency basis, total
assets were $91bn or 4% lower. This
reduction in part reflects the efficient
use of our balance sheet to maximise
shareholder returns.

Capital strength

Capital strength

2015
2014
2013

Balance sheet strength

32.6

Other main items are property activities, unallocated investment activities,


centrally held investment companies, and movement in fair value of own debt.
For further details on RWAs, see page 228.

1

HSBC Holdings plc


26

Financial overview

For detailed information


on our financial performance,
see pages 50 to 60.

Strategic Report

 he strategic actions set out on


T
page 18 have been undertaken
to support our aim of achieving our
medium-term financial targets.

Delivering on our Group financial targets

Target:

Adjusted jaws
(2015 year to date)
(1.5)%

Positive

(2.9)%
(4.1)%

1Q

2Q

>10%

3Q

(3.7)%

4Q

We calculate jaws on an
adjusted basis, excluding
currency translation and
significant items, as described
on page 48.

Key

Cost growth %
Revenue growth %

2015 adjusted jaws:

-3.7%
Understanding jaws
Jaws measures the difference between
revenue and cost growth rates.
Positive jaws is where the revenue growth
rate exceeds the cost growth rate.

Target:

Total dividends declared


in respect of the year ($m)
2015
2014
2013

10,000
9,583
9,180

Dividends per ordinary share


in respect of year ($)
2015
2014
2013

0.51
0.50
0.49

Progressive
We are committed to increasing the dividend
we pay to shareholders. This is measured
by dividends per ordinary share declared
in respect of the calendar year. Prospective
dividend growth remains dependent upon
the long-term overall profitability of the
Group and delivering further release of
less efficiently deployed capital. Actions
to address these points are core elements
of the Investor Update provided last June.

HSBC Holdings plc


27

In 2015, we achieved an RoE of 7.2%


compared with 7.3% in 2014. The bank
levy and significant items, such as
fines, penalties, customer redress and
associated provisions, had a significant
effect on our 2015 RoE, reducing the
return achieved by 190 basis points.

Adjusted jaws
Our target is to grow revenue faster than
operating expenses on an adjusted basis.
This is referred to as positive jaws. In 2015,
we grew adjusted revenue by 0.9% whilst
our adjusted operating expenses rose by
4.6%. Jaws was therefore negative 3.7%.
Jaws for 2015 was affected by the
revenue performance in the second half
of the year. Adjusted revenue growth in
the first half of 2015 was 4.5% but fell in
the second half of 2015, reflecting the
economic environment, including slowing
GDP growth in China. This resulted in
overall revenue growth of 0.9% for 2015.
The increase in adjusted operating
expenses in 2015 included a $0.4bn
rise in the bank levy (to $1.4bn). Excluding
this increase, jaws in 2015 would have
been negative 2.8%. During the second
half of 2015, we made progress on our cost
saving plans set out at our Investor Update.
We reduced the growth rate in adjusted
operating expenses, down from 7.3% in
the first half of 2015 to 4.7% for the year.

Progressive dividend
In 2015, we increased the dividends
per ordinary share in respect of the year
to $0.51 from $0.50 in 2014.

Corporate Governance

7.2
7.3
9.2

2015
2014
2013

Our medium-term target is to achieve a


return on equity (RoE) of more than 10%.
This target is modelled on a CET1 ratio in
the range of 12% to 13%.

Financial Statements

Target:

Shareholder Information

Return on equity
(%)

Financial Review

Return on equity

Strategic Report

Global businesses
We manage our products and services
globally through four global businesses.
For further details on the financial
performance of our global businesses,
see pages 68 to 73.

Commercial Banking (CMB)


In 2015, the quality of our service was
recognised by several leading awards.
For the fourth consecutive year, we
were recognised as the Best Global
Cash Manager (for Non-Financial
Institutions) in the Euromoney Cash
Management survey. We were also
recognised as the Best Overall Global
Trade Finance Bank, among other
awards, in the Trade Finance Awards
for Excellence.

Customers

Business synergies

CMB serves more than two million


customers in 55 countries and
territories. Our customers range from
small enterprises focused primarily
on their domestic markets through
to corporates operating globally.

CMB is at the centre of business


synergies within the Group, enabling
nearly $6bn of business synergy
revenue in 2015. For example, it
provides trade finance, working capital
and liquidity management solutions to
GB&M clients. It also provides Capital
Finance expertise, and Insurance and
Asset Management capabilities from
across the Group to benefit customers.

We have been simplifying our product


range and services to meet clients
needs better. Since 2013, we have
reduced the number of products we
offer around the world from 975 to fewer
than 410. We have also completed
role-specific conduct training for more
than 20,000 employees to help ensure
that products are sold appropriately.

Products and services


We support our customers with tailored
financial products and services to allow
them to operate efficiently and to grow.
This includes providing them with
working capital, term loans, payment
services and international trade
facilitation, among other services.
We offer expertise in mergers and
acquisitions, and provide access to
financial markets.

Areas of focus
We are focused on creating value
from our network, which covers 90%
of global trade and capital flows. We
are therefore investing in digital and
technology aspects of our core
Payments and Cash Management
(PCM), and Global Trade and
Receivables Finance propositions,
as well as in the Pearl River Delta,
ASEAN and NAFTA growth areas.
We achieved significant risk-weighted
asset efficiencies through management
initiatives in 2015 and continue to ensure
our capital is deployed effectively.

HSBC Holdings plc


28

Continued revenue growth in Hong Kong


and the UK
Adjusted profit before tax of $8.2bn
was $0.4bn or 5% lower than in 2014,
as revenue growth was more than offset
by a rise in LICs and higher costs.
We grew revenue by $0.4bn or 3%, in
particular in Credit and Lending, and PCM.
This was mainly in Hong Kong and the
UK, reflecting average balance sheet
growth, although demand for credit in
Hong Kong was subdued in the second
half of 2015, with balances remaining
broadly unchanged.
LICs were $0.5bn or 36% higher, reflecting
enhanced credit risk in the oil and gas
sector, notably in North America, Asia,
and Middle East and North Africa. In
addition, we raised LICs against a small
number of specific clients in Indonesia,
the UAE and the UK.
Costs increased by $0.4bn or 6%, notably
in Asia and the US, due to wage inflation
and investment in growth initiatives,
regulatory programmes and compliance.
Management initiatives set out in our
Investor Update in June 2015 contributed
a reduction in risk-weighted assets
(RWAs) of $23.0bn or more than 75%
of our 20152017 target.
Profit before tax ($bn)
2015
2014
Reported
Adjusted

Adjusted profit before tax

-5%

8.0
8.8
8.2
8.6

Global businesses

Trade Finance

Most
Innovative
Investment
Bank

Strategic Report

Best
Overall Global
Trade Finance
Bank

The Banker

We continue to strengthen the services


we provide and our relationships with
clients. We regularly assess these
relationships, using benchmarking
and internal programmes. As a result,
in 2015 we improved the on-boarding
experience for clients and enabled
relationship bankers to spend more
time understanding clients needs.
Customer feedback allows us
to identify opportunities to further
improve our business and the wider
client experience.

Products and services


Our product specialists continue to
deliver a comprehensive range of
transaction banking, financing, advisory,
capital markets and risk management
services. In 2015, our product strengths
were recognised by numerous

Business synergies
In 2015, GB&M enabled business
synergies of $8.4bn, supporting growth
in a number of areas. For example, we
provide Markets products to CMB and
RBWM customers, Capital Financing
products to CMB customers, and also
use CMB and Asset Management
products to serve GB&M clients.

Areas of focus
Deepening relationships with clients
in both event and transaction banking
products remains a priority. We will
focus on regions where we see the
greatest growth opportunities such
as NAFTA, ASEAN and the Pearl River
Delta. We also plan to grow our
business from the internationalisation
of Chinas renminbi currency and by
investing in digital capabilities.
We made significant progress towards
reducing RWAs in 2015. This will
remain a focus as we continue to exit
legacy credit, manage our Markets
and Capital Financing businesses and
employ a disciplined approach to
new client business.
Our continued focus on cost discipline
will result in further simplification
of the business from streamlining
of our business lines, operations
and technology.

HSBC Holdings plc


29

Our revenue increased by $1.2bn or 7%,


with higher revenue in all businesses except
Principal Investments. In client-facing GB&M,
revenue rose due to increased client flows
and volatility in Equities (up by $0.5bn) and in
transaction banking products (up by $0.4bn).
Revenue was also higher in Balance Sheet
Management (up $0.1bn).
LICs were $0.3bn lower. This reflected
minimal impairments in 2015 compared with
a net charge in 2014 in client-facing GB&M.
However, in 2015 we had lower net releases
of credit risk provisions, primarily on
available-for-sale asset-backed securities
in legacy credit.
Our operating expenses increased by
$0.4bn or 5%, mainly from higher
performance-related costs and higher staff
costs reflecting wage inflation. In addition,
we continued to invest in our PCM and
Foreign Exchange businesses, as well as
in regulatory programmes and compliance.
Management initiatives identified in our
Investor Update in June 2015 contributed
to an overall reduction in RWAs of $72bn
this year. This is 54% of our target of $134bn
(stated at December 2015 exchange rates).
The graph below shows reported and
adjusted profit before tax. The difference
between these figures primarily reflects
fines, penalties and charges in relation
to legal matters, which totalled $1.9bn
and $0.9bn in 2014 and 2015, respectively.
Significant items are detailed on page 66.

Corporate Governance

GB&M supports major government,


corporate and institutional clients
worldwide in achieving their long-term
strategic goals through tailored and
innovative solutions. Our deep sector
expertise extends across transaction
banking, financing, advisory, capital
markets and risk management. We
serve nearly 4,000 clients in more than
50 countries and territories, helping
them to realise opportunities in the
markets that matter to them.

Adjusted profit before tax was higher by


$1.1bn due to higher revenue and lower
LICs, partly offset by increased costs.

Financial Statements

Customers

In addition, we provide award-winning


research to investors with an emphasis
on emerging markets.

Adjusted profit growth of 14% compared


with 2014

Profit before tax ($bn)


2015
2014
Reported
Adjusted

Adjusted profit before tax

+14%

7.9
5.9
8.7
7.7

Shareholder Information

accolades, including Most Innovative


Investment Bank and Best Bank for
Securities Services in The Banker
awards. We were ranked number one
Bank for Corporates (Global Market
Share) in the Euromoney FX Survey,
and for the third consecutive year we
were voted Best Bond House in Asia
by FinanceAsia.

Financial Review

Global Banking and Markets (GB&M)

Strategic Report | Global businesses

$419bn
assets under
management

45m

customers served

Retail Banking and Wealth Management (RBWM)


Asset Management and Insurance
We operate our own Asset
Management and Insurance businesses.
By owning these businesses directly,
we can tailor their products to the needs
of customers and maintain end-to-end
control over their quality. We are
investing for growth in these
businesses, leveraging our network
and strong client relationships.

Customers
RBWM serves close to 45 million
customers worldwide through four
main business areas: Retail Banking,
Wealth Management, Asset
Management and Insurance.
Since 2012, we have taken numerous
actions to improve the way we conduct
our business. We have removed the
formulaic link between product sales
and remuneration, paying all staff on
a discretionary basis, which includes
assessment of their behaviour and the
satisfaction of our customers. We have
simplified our product range, reviewed
the fairness of our product features
and pricing, and enhanced the way
we monitor the quality of our sales.

Products and services


RBWM provides services to individuals
under the HSBC Premier and Advance
propositions aimed at mass affluent and
emerging affluent customers who value
international connectivity and benefit
from our global reach and scale. For
customers who have simpler everyday
banking needs, RBWM offers a full range
of banking products and services
reflecting local requirements.

Business synergies
RBWM makes a significant contribution
to the overall success of the Group.
In 2015, Insurance Manufacturing
(within Wealth Management) and
Asset Management generated revenue
of $1.7bn and $1.1bn, respectively,
from the provision of services to clients
across all of our global businesses.
In addition, the foreign exchange and
wealth management needs of our
RBWM clients create opportunities
for GB&M.
RBWMs strong deposit franchise
supports a stable and diversified
core funding base for the Group,
and the branch network supports
the needs of other global business
clients while enhancing the visibility
of the HSBC brand.

Areas of focus
RBWMs focus is on growing the
business through relationship-led personal
lending and wealth management, while
transforming our customer experience
and cost base through investment in
digital infrastructure.

Despite a challenging second half of


2015, Wealth Management revenue
grew by 8%
Total RBWM Total RBWM adjusted profit
before tax fell by $0.7bn or 10%, with a
decrease in profit before tax in both Principal
RBWM and from the continued reduction
in our US run-off portfolio.
The graph below shows reported and adjusted
profit before tax. The difference between
them primarily reflects fines, penalties and
charges in relation to legal matters, which
totalled $1.6bn and $1.3bn in 2014 and 2015,
respectively. Significant items are detailed
on page 66.
Principal RBWM In our Principal RBWM
business, profit before tax was down by
$0.5bn or 7%, reflecting higher costs
and LICs. Revenue grew.
Revenue rose $0.4bn in Wealth
Management in Asia in the first half of
the year from investment distribution,
offsetting weaker investor sentiment in the
second half of 2015. Wealth Management
income in Europe also grew as insurance
manufacturing increased. Deposit and
savings income grew in Asia and the UK as
deposits increased by $32bn. This was partly
offset by lower overdraft fees in the UK.
LICs increased by $0.3bn or 20%, mainly
in Brazil from increased impairment charges
following the economic slowdown, and the
UAE following a review of collateral in the
mortgage book.
Costs rose by $0.5bn or 4%, driven by
inflation in Asia and Latin America. Our
marketing costs also increased as we
relaunched our Global Advance account
proposition with notable investment in the
UK, and we continued to invest in regulatory
programmes and compliance.
Profit before tax total RBWM ($bn)
2015
2014
Reported
Adjusted

Adjusted profit before tax total RBWM

-10%
HSBC Holdings plc
30

5.0
5.6
6.8
7.6

$349bn
client assets

Strategic Report

Global businesses

$14bn
net new money
(areas targeted
for growth)

Business synergies

Since 2011, GPB has taken significant


steps to simplify and improve the way
it conducts its business. We have
reduced the number of booking centres
to refocus resources on a smaller
number of locations where we have
the scale to support our new client
service model and enhanced sales
quality standards.

To achieve this, we have three client


service groups: the Corporate Client
Group, enhancing connectivity with
CMB and GB&M; the Wealth Client
Group, delivering a seamless transition
across the RBWM and GPB wealth
franchises; and the Global Solutions
Group, delivering non-traditional
wealth management solutions.

We have also reduced the number of


offshore markets we cover to ensure
appropriate focus is given to key
growth areas.

Wherever possible, GPB uses product


capabilities within GB&M, CMB and
RBWM, including asset management,
research, insurance, trade finance
and capital financing, to offer a unique
proposition to our clients.

GPB remains committed to implementing


the most effective global standards,
including customer due diligence, a tax
transparency framework and financial
crime compliance measures.

GPB aims to bring the best of the


Groups research, product and service
capabilities to GPB clients.

However, revenue increased in Asia,


notably in the first half of 2015, due to
higher client activity as a result of a strong
stock market performance, which more
than offset the weaker investor sentiment
in the second half of the year.
We attracted positive net new money
of $14bn in 2015 in the parts of the
business that fit our target model,
mainly in Hong Kong, the UK, Singapore
and the US.
Profit before tax ($bn)
2015
2014
Reported
Adjusted

0.3
0.6
0.5
0.7

Corporate Governance

GPB serves high net worth individuals


and families, including those with
international banking needs, through
18 booking centres covering our
priority markets.

Adjusted profit before tax fell by 26%


to $0.5bn, mainly because revenue fell
by 6% as we continued to reposition the
GPB business.

Adjusted profit before tax

-26%

Areas of focus
GPB aspires to build on HSBCs
commercial banking heritage and be
the leading private bank for high net
worth business owners and principals.
We work closely and systematically
with CMB and GB&M to deliver a
coordinated private and corporate
coverage model for our clients.

HSBC Holdings plc


31

Shareholder Information

Customers

We work closely with our clients to


provide solutions to grow, manage
and preserve wealth. Our products
and services include: Investment
Management, incorporating advisory,
discretionary and brokerage services;
Private Wealth Solutions, comprising
trusts and estate planning, designed
to protect wealth and preserve it for
future generations; and a full range
of Private Banking services.

Continued repositioning of our


GPB business

Financial Statements

Products and services

Financial Review

Global Private Banking (GPB)

Strategic Report

Regions

We coordinate activities
across global businesses
and supporting functions
through a regional
structure.
For further details on our financial
performance by region, see pages
79 to 95.

Europe

Asia

Strong revenue growth in GB&M

Revenue growth across all


global businesses

We serve European clients with a


broad range of services and facilitate
international trade and investment.
London is the strategic hub for our
GB&M business. We are creating a
ring-fenced bank based in Birmingham
to serve UK retail and business clients.
Europe generated $2.4bn of adjusted
profit before tax
Adjusted profit before tax fell $1.1bn
or 32%, as revenue growth of $0.1bn
or 1% was more than offset by an increase
in costs (up by $1.2bn or 8%), of which
$0.4bn related to an increase in the bank
levy. Excluding the bank levy, costs rose by
$0.9bn or 6% as regulatory programmes,
compliance and staff costs increased.
We increased revenue in GB&M by
$0.7bn or 11%, mainly in client-facing
businesses, such as Equities and Foreign
Exchange, and in Balance Sheet
Management. In CMB, revenue grew
marginally by $0.1bn or 1%, in part due to
balance sheet growth in term lending and
PCM, although fees from overdrafts fell.
Revenue in RBWM was broadly unchanged.
However, revenue fell in GPB by $0.2bn
or 12%, reflecting the ongoing repositioning
of the business. Other, which includes
revenue relating to central financing
activities, reported a fall in revenue
of $0.4bn.
The graph below shows reported and
adjusted profit before tax. The difference
between them primarily reflects fines,
penalties, redress and charges in relation
to legal matters, which totalled $3.1bn
and $1.7bn in 2014 and 2015, respectively.

Our history as a bank is founded on


financing trade with Asia, and the
continent remains central to our strategy.
In 2015, our businesses in Asia accounted
for 70% of adjusted profit before tax.
We aim to grow our business in Chinas
Pearl River Delta and the ASEAN region,
as well as strengthen our leadership
position in the internationalisation of
Chinas renminbi currency.
GB&M and Wealth Management
revenue growth despite a challenging
second half
Adjusted profit before tax was $0.2bn or
1% higher as we grew revenue in all of our
businesses by $0.9bn, partly offset by an
increase in costs of $0.7bn.
Our revenue increased by $0.9bn or 4%.
In GB&M, this was notably in Foreign
Exchange, Equities, Capital Financing and
Securities Services. Revenue in RBWM also
rose, mainly in Hong Kong from investment
distribution income notably in the first half
of 2015, which more than offset weaker
market sentiment in the second half of the
year, and a rise in interest income from
average lending and deposit balance growth.
We also increased revenue in CMB (up by
$0.2bn or 4%) mainly from average balance
sheet growth, although balances remained
broadly unchanged in the second half of the
year, reflecting subdued demand for credit.
Our costs grew across all businesses,
notably from higher staff costs due to wage
inflation. We increased staff numbers in
RBWM to support business growth, and in
Risk and Compliance.
The graph below shows reported and
adjusted profit before tax. The difference
between them was primarily due to the gain
of $1.4bn on the partial disposal of our
shareholding in Industrial Bank in 2015.

Profit before tax ($bn)


2015
2014
Reported

Profit before tax ($bn)


2015
2014
0.6
0.6
2.4
3.5

Adjusted

HSBC Holdings plc


32

Reported
Adjusted

15.8
14.6
14.5
14.3

Middle East and North Africa

North America

Latin America

Revenue growth across all


businesses despite geopolitical
uncertainties and falling oil prices

Growing revenue from crossborder banking in the NAFTA area

Revenue growth driven


by RBWM and CMB

The US is a key partner in global trade


and the US dollar remains the primary
currency for global trade and payments.
We support our North American
customers within the NAFTA area and
around the world, helping them grow
their businesses.

We are focusing on growing our


business in Mexico, where we are
among the top five banks by assets
and provide connectivity for businesses
around the world, including ones in
the US. In 2015, we announced the
sale of our operations in Brazil. We aim
to continue to provide access to the
region for large multinational companies.

We increased our revenue by $0.1bn,


or 2%, across all businesses, mainly in
GB&M in Egypt from growth in lending
and investments, and in RBWM in the
UAE from higher fee income on cards
and wealth products.
Our costs were $0.1bn or 5% higher,
mainly in the UAE and Egypt due to higher
staff costs, in part reflecting continued
investment in Global Standards and
wage inflation.

Adjusted profit before tax rose by $0.1bn


due to higher revenue and lower LICs,
offset by higher costs.

Total revenue was $0.3bn lower. We grew


revenue in GB&M by 9%, notably from
increased income in Markets and Balance
Sheet Management. However, this was
more than offset by a decrease in revenue
in the US CML run-off portfolio, reflecting
lower lending balances from the continued
run-off and loan sales.
LICs increased by $0.2bn in CMB from
the oil and gas sector, and in RBWM
from lower favourable market value
adjustments in the US CML run-off
portfolio as improvements in housing
market conditions were less pronounced.
We kept costs broadly unchanged, as
higher staff costs in CMB and GB&M
were offset in RBWM, notably in the
US CML run-off portfolio.
The graph below shows reported and
adjusted profit before tax. The difference
between them in part reflects the effect
of fines, penalties and charges in relation
to legal matters, which totalled $0.6bn
and $0.7bn in 2014 and 2015, respectively.

Profit before tax ($bn)


2015
2014
Reported
Adjusted

Profit before tax ($bn)


2015
2014
1.5
1.8
1.5
1.8

Reported

HSBC Holdings plc


33

LICs fell by $0.1bn due to lower specific


LICs as the prior year included a significant
GB&M charge, while LICs also fell in
CMB. This was partly offset by higher
LICs in RBWM in Brazil reflecting a rise
in delinquency rates.
Costs increased in all of our businesses
(up by $0.2bn or 4%) at below the
average rate of inflation in the region.
This was despite continued investment
in Global Standards.

Profit before tax ($bn)


2015
2014
0.6
1.4
1.6
2.0

Adjusted

Our revenue was $0.2bn higher (up by


3%). We increased revenue in CMB by
$97m, as lending and deposit balances
grew in Argentina, and in RBWM we
grew lending across all core products
in Mexico and grew deposit balances
in Argentina. In RBWM in Brazil, revenue
fell (down by $21m) reflecting the
economic slowdown and our decision
to sell the business there.

Reported
Adjusted

0.3
0.2
0.5
0.4

Corporate Governance

Adjusted profit before tax fell by $0.3bn,


or 15%, mainly due to an increase in LICs
of $0.3bn reflecting net charges in 2015
compared with net releases in 2014. LICs
in 2015 included higher charges in CMB
on individually assessed UAE-related
exposures, and in RBWM on mortgages
in the UAE, reflecting the impact of
a review of portfolio collateral.

Revenue growth and lower LICs

Adjusted profit before tax fell $0.4bn or


22% as the decrease in profit before tax
from the continued reduction in our US
CML portfolio more than offset growth
in our principal business.

Financial Statements

Despite revenue growth, profit before tax


fell due to higher LICs and costs

GB&M revenue rose 9% and run-off of the


US CML portfolio continued

Shareholder Information

HSBC is the longest serving international


bank with one of the largest networks
in the region, offering a universal
banking model and playing a vital role
in facilitating international trade. Our
priority markets in the region are
Saudi Arabia, Egypt and the United
Arab Emirates (UAE).

Financial Review

Strategic Report

Regions

Strategic Report

How we do business
Building long-term relationships
We conduct our business intent on supporting
the sustained success of our customers, people
and communities. We see investment in our
capabilities, employees and processes as a
source of long-term competitive advantage.
How we do business strengthens the durability
of our earnings and our ability to return value
to shareholders.

Led by our values


Our values underpin how we do
business. We are open to differences
and believe diversity makes us
stronger. We are connected, and our
personal relationships are essential
to our business. We aim to be always
dependable in fulfilling our
responsibilities in society and
delivering on commitments.

Building lasting business relationships

Empowering people

Ensuring sustainable outcomes

HSBC Holdings plc


34

Corporate Governance

Financial Review

Strategic Report

How we do business

Ensuring fair outcomes


Developing long-term opportunities

Equipping our employees


Valuing diversity
Encouraging ownership

Financial Statements

Increasing quality of service

Managing environmental
and social impacts
Respecting human rights
Investing in our communities

HSBC Holdings plc


35

Shareholder Information

Rewarding positive behaviours

Strategic Report | How we do business

Building lasting business relationships


Ensuring fair outcomes
We recognise that delivering fair
outcomes for customers and upholding
financial market integrity is critical
to a sustainable business model.
We continue to enhance our product
governance processes to further
ensure products are designed to
meet customers needs and are sold
appropriately. In the UK, for example,
we have started to alert customers by
text message when they are about to
go into overdraft. As a result, customer
complaints in this area have declined
by 67% and customers have saved
more than $129.9m in fees.
For further details on the steps we
have taken to strengthen conduct across
the Group, see page 40. For further
details on compliance risk and for further
details on conduct-related costs included
in significant items, see pages 178 and
97, respectively.

Increasing quality of service


We seek feedback from customers in
order to assess how well we are doing
and what we can do better. In 2015, we
improved our processes for responding
to customer complaints and tools for
understanding their causes. For example,
in India our analysis of customer
complaints led us to improve customer
communication regarding minimum
balances and change our fee structure.
Complaints in this area subsequently
reduced by 62%.

Developing long-term
opportunities
Technology and climate change are two
areas that present both challenges and
opportunities to us and our customers.

Complaint types
(RBWM)

29%

28%

Investing in technology
We are investing in innovation and digital
capabilities to serve customers better,
and enhancing security around financial
transactions and customer data.
In 2015, we enabled the Apple Pay
mobile payment service for customers
in the UK and the US, and launched
live-chat online customer service in six
markets including the UK, Hong Kong
and France. We made digital secure
keys available in the UK to simplify the
customer login experience. In Argentina
and the Philippines, we launched our new
online banking platform, which will be
deployed in additional countries in 2016.
Facilitating a low-carbon economy
Reducing global carbon dioxide emissions
is a critical challenge for society. We
see the potential for financial services
to facilitate investment that can help the
world transition to a low-carbon economy.
In 2015, our Global Research team
was ranked number one for Integrated
Climate Change for the second year
running in the Extel Survey. Furthermore,
our Asset Management business joined
the Montreal Pledge to disclose the
carbon intensity of its portfolio.
For more information about our climate
business, see page 37.

Through our commercial banking research


programmes, we have spoken to more
than 50,000 businesses to gather
feedback on our products and services
from existing and potential customers.
We use competitor benchmarking,
brand tracking and customer surveys
to evaluate our performance. In RBWM,
we conducted more than 350,000
individual customer surveys.

HSBC Holdings plc


36

12%
31%
Key
Product features and policy
Product fees and charges
Other product-related complaints
Service complaints

HSBC Global Research

1st

for integrated climate


change research, ranked
by Extel Survey 2015.

Strategic Report

How we do business

Geothermal plant,
Nevada, US

One of the leading integrated


global operators in the gas
and electricity sectors with
operations in more than
30 countries across four
continents. Enel is one of the
worlds major producers of
clean energy.

Climate business
HSBC helps facilitate
investment in areas including
infrastructure and renewable
energy that help lower carbon
dioxide emissions.
In 2015, the Group issued a
green bond for the first time
when HSBC France raised
500m ($554m) to fund
customers and projects in the
following sectors: renewables,
energy efficiency, sustainable
waste and water management,

Enel Green Power


Enel Green Power (EGP) is
a publicly traded Enel Group
company dedicated to the
production of energy from
renewable sources. In 2015,
HSBC assisted EGP as financial
adviser on its acquisition of a
majority stake in the Indian
wind and solar company BLP
Energy. The transaction marks
EGPs entry into the Indian
renewable energy market and
its first move into the AsiaPacific region.

sustainable land use, climate


change adaptation, and clean
buildings and transportation.
HSBC also pledged to invest
$1bn in a portfolio of green, social
or sustainable bonds.
We also helped CLP Windfarms
become the first Indian corporate
to issue a public green bond,
and Vestas Wind Systems, based
in Denmark, issue the first
green bond by a wind turbine
manufacturer. We also helped
Agricultural Bank of China issue

HSBC also acted as lead


arranger in securing export
financing for EGPs delivery
of four solar power projects
in South Africa. The financing
of 145m was fully covered
by SACE, the Italian export
credit agency, and underlines
our capabilities in export
finance and the renewable
energy sector.

Number of markets
where served

the first international green bond


from a Chinese bank.

buses and equipment such


as workshops and ticketing
systems. We are also a
member of the United Nations
Partnership on Sustainable,
Low Carbon Transport.

Another example of our work


facilitating a low-carbon economy
involves our team dedicated to
bus rapid transit systems. These
use prioritised bus lanes in urban
areas to cut journey times, reduce
pollution and increase road safety.
We helped finance 466 efficient
buses in 2015, in countries
including Ghana and South Africa.
Since the team was created in
2005, it has helped finance 4,500

HSBC Holdings plc


37

Number of products
provided

In 2015, we also helped finance


three renewable energy deals in
the US, and an energy efficiency
programme in the UK to install
around seven million electricity
and gas smart meters in homes
and businesses.

Financial Statements

Italy, Energy
multinational

Shareholder Information

Case study: Enel

Corporate Governance

Financial Review

The Enel Group pioneered


the use of geothermal
electricity generation
more than 100 years ago
in Italy and remains a
global leader in the sector.

Strategic Report | How we do business

Diversity
Team of
the
Year
European

Top
Global
Employer
Stonewall

Diversity
Awards

Empowering people
Valuing diversity

Encouraging ownership

We are proud to provide an open,


supportive and inclusive workplace
where people can grow and achieve their
potential. Our commitment to diversity
and inclusion helps us attract, develop
and retain employees. We are also
committed to reflecting the communities
we serve.

We promote individual ownership and


responsibility, and have created forums
to encourage dialogue. In 2015, we
continued to facilitate agenda-free
exchange meetings across the Group
for employees to collaborate on ideas
and initiatives to improve our work.
We also held 14 webcasts with senior
executives to promote understanding
of our strategic actions and allow
employees to ask questions.

Our employees lead and organise seven


global employee networks to promote
diversity. They focus on gender, age,
ethnicity, sexual orientation, religion,
working parents and disability.

Equipping employees

Employees (FTE) by region


15.6%

7.7%
3.2%

47.1%

26.5%

Key
Asia
Europe
Middle East and North Africa
North America
Latin America

To help managers address bias in hiring,


promotion and talent identification, we
use education programmes and have
expanded mentoring initiatives for
under-represented groups.

Our training programmes reinforce


a culture grounded in our values. In
2015, we completed a three-year
programme of values-led leadership
training for all employees.

Exchange meeting participation


(% of employees that attended a 2015 meeting)

In 2015, we won Diversity Team of


the Year at the European Diversity
Awards. We were also one of 10
companies recognised as a Top Global
Employer in Stonewalls Global
Workplace Equality Index.

We are building employee training


centres in Birmingham, Dubai and
mainland China. These will operate
alongside HSBC University, our online
training service.

Employee retention

We continue to address gender


representation, particularly at senior
levels, with additional focus on
promotions and hiring. We also continue
to expand support and flexible working
programmes for parents returning
to work.
Our award-winning Balance employee
network aims to address gender
diversity across HSBC, encouraging
dialogue and a better understanding
of the challenges and opportunities in
promoting a gender-balanced workforce
throughout the Group. It is available
to staff of all genders, and had active
groups in more than 30 offices around
the world in 2015.

In 2015, we also launched HSBC


Confidential, which brought together
all our existing whistleblowing
channels on to a global platform that
allows employees to raise concerns
confidentially without fear of personal
repercussions. The global channel
can be accessed by telephone, email,
web or mail. For further details,
see Whistleblowing on page 179.

Rewarding positive behaviours


We have embedded behaviour ratings
in our performance review processes,
which are factored into variable
pay considerations.
In 2015, we introduced an At Our Best
online recognition tool for all employees.
It allows them to recognise colleagues
actions by awarding points that are
redeemed for gifts and benefits.

HSBC Holdings plc


38

53%

84.1%
Gender diversity statistics
Male
Female
Holdings Board

11
(58%)
8
(42%)
(93%)
Group Management 13
Board
1 (7%)
6,937
(76%)
Senior
2,235 (24%)
employees
127,586
(48%)
All employees
139,357
(52%)

donated to
charity in 2015

Managing environmental
and social impacts

Taxes paid by region


($bn)
1.2

We continue to reduce the environmental


impact of our operations and have
robust policies and processes to
manage sustainability risks in our
business activities.
We are reducing the amount of energy
we consume, and increasing the
proportion from renewable sources.
We have signed agreements to increase
the percentage of our electricity from
new wind and solar sources to 9%,
and have a target of 25% by 2020. We
report on our carbon dioxide emissions
for the year in the Report of the Directors
on page 98.
Our sustainability risk policies cover
a number of sensitive industries and
themes. After we issued new standards
in our forestry and agricultural commodities
policies in 2014, we took the decision to
stop banking more than 160 customers
as soon as possible because they did
not comply. In 2015, HSBC was
recognised as a leader in the Forest 500
ranking of 150 investors policies on
the sustainability of forest commodity
supply chains.
We also support a transition to certified,
sustainable palm oil. Our standards require
our palm oil customers to have all their
operations certified as sustainable by the
end of 2018, and we continue to support
them in meeting this goal.
In 2015, there were more than 2,300
attendances by relationship and risk
managers of training on our sustainability
risk policies to help ensure their
implementation is robust.
Details on our sustainability risk
framework and policies are available
online at www.hsbc.com/citizenship/
sustainability/finance.

Respecting human rights


We apply human rights considerations
directly as they affect our employees
and indirectly through our suppliers and
customers, and through our action to
prevent bribery and corruption. For
example, our code of conduct for suppliers
includes elements related to human rights,
as do our project finance lending and
sustainability risk policies. Our Statement
on Human Rights, issued in 2015, explains
how we do this and is available on our
website. We will integrate the provisions
of the Modern Slavery Act 2015 into our
business and supply chain, and will report
in line with the guidelines published by the
UK government.
We are guided by the International Bill
of Human Rights, and support the UN
Declaration of Human Rights and the
principles concerning fundamental rights
set out in the International Labour
Organisations Declaration on Fundamental
Principles and Rights at Work.

Investing in our communities


We believe that education and the
environment are essential to resilient
communities and thriving economies.
For more than 10 years, we focused
our community investment activities
on these two areas. In 2015, following
survey responses from employees, we
decided to add medical charities to the
causes we support.
In 2015, we contributed a total of $205m
to charitable programmes and our
employees volunteered 304,555 hours
in community activities during the
working day.
We marked our 150th year by setting
up an additional fund of $150m to support
causes selected by our employees. It will
support 140 charities across the world
over three years. We also made a one-off
$62m donation to charities in Hong Kong
from the sale of commemorative HK$150
bank notes.
HSBC Holdings plc
39

0.4

2.5

0.4
$8.4bn

2.8
Key
UK
Rest of Europe
Asia
Middle East and North Africa
North America
Latin America

1.1

Our approach to tax


We apply the spirit as well as the letter
of the law in all territories where we
operate, and have adopted the UK Code
of Practice for the Taxation of Banks. As
a consequence, we pay our fair share of
tax in the countries in which we operate.
We continue to strengthen our processes
to help ensure our banking services are
not associated with any arrangements
known or suspected to be designed to
facilitate tax evasion.
HSBC continued to support global
initiatives to improve tax transparency
such as:
the US Foreign Account Tax
Compliance Act (FATCA);
the OECD Standard for Automatic
Exchange of Financial Account
Information (also known as the
Common Reporting Standard);
the Capital Requirements Directive IV
(CRD IV) Country by Country
Reporting; and
the OECD Base Erosion and Profit
Shifting (BEPS) initiative.
We do not expect the BEPS initiative
or similar initiatives adopted by national
governments to adversely impact
HSBCs results.

Corporate Governance

Tax

Financial Statements

Ensuring sustainable outcomes

Financial Review

$205m

Shareholder Information

22%

reduction in our carbon


dioxide emissions
since 2011

Strategic Report

How we do business

Strategic Report

Our conduct
Operating with high standards of conduct
is central to our long-term success. We have
processes, policies and a culture designed
to ensure fair outcomes for customers and
protect the integrity of financial markets.

Improving conduct
continuously

Raising standards further


in 2015

We have undertaken a series of


initiatives in recent years to strengthen
and develop our measures to encourage
and ensure good conduct.
In 2014, we established a Conduct
& Values Committee to provide Board
oversight of our multiple efforts to raise
standards of conduct and to embed the
behavioural values we stand for.

Later that year, we introduced our


global Conduct Framework, which sets
out five pillars on which our conduct
is based, and links each to specific
behaviours. This guides activities to
strengthen our business, and increases
our understanding and awareness of
how the decisions we make affect
customers and other stakeholders.

We completed a broad programme


of activities during the year to further
raise standards of conduct, and help
ensure their effectiveness across
the Group.
Key developments included introducing
the assessment of values in recruitment,
embedding customer perspective in
decision making, refining the value
proposition of products and improving
the reporting of misconduct.
Selected initiatives and the pillars
they relate to are shown along the
timeline below.
For further details of the work
of the Conduct & Values Committee,
see page 272.

Selected initiatives
Figures in diamonds refer to pillars in our Conduct Framework
2012 to 2014
5

Updated RBWM
new product
review process
to assess against
fair exchange of
value criteria

2015
2

Revised
incentives
structure in
RBWM and
CMB to remove
formulaic link
with sales
volumes, and
instead focus on
customer needs

Established
Board-level
Conduct & Values
Committee to
promote and
oversee activities
across the Group

Introduced a
global conduct
framework to
define and guide
initiatives across
five areas
of activity

HSBC Holdings plc


40

Defined global
policy in RBWM
on potentially
vulnerable
customers to help
us identify and
appropriately
serve those
whose
circumstances
could impair their
decision making

Introduced values
assessment in
recruitment for
senior roles
across the Group
to help ensure
candidates reflect
our standards
of behaviour

Integrated
our GB&M
surveillance
teams and tested
new technologies
to strengthen our
capabilities to
detect suspicious
trading activity
and misconduct

Our conduct

Global conduct outcomes

Pillar 1:
Strategy and
business models

Our strategy, business models, and the


decisions we make deliver fair treatment of
customers and do not disrupt market integrity

Pillar 2:
Culture and
behaviours

Our culture supports our people and


empowers them to consistently do the right
thing for our customers and markets in which
we operate
Our people are competent and committed to
1
the fair treatment
of customers and not
disrupting the integrity of markets

We know our customers and understand


their needs we actively listen to them and
ask the right questions

Pillar 3:
Customer

We are open to challenge, we acknowledge


when things go wrong, we fix things and
we learn from our mistakes
We reward and incentivise performance,
behaviours and attitudes which deliver the
fair treatment of customers and uphold
market integrity
Throughout our sales and servicing we are
efficient, transparent and customer-focused
We manage our products and services so
that our customers experience is in line with
the expectations we set

Our products are designed to meet the


different needs of our customers, to be
competitive and to be understandable
Our products and services provide a balanced
exchange of value between HSBC and our
customers
4

We seek to prevent and will proactively


identify actions and behaviours that
constitute market misconduct, and respond
appropriately

Pillar 4:
Markets

We manage conflicts of interest and


appropriately handle information to reduce
the opportunity for misuse

Trades are executed in a timely, clear and


controlled manner ensuring that optimal
execution is achieved for our customers and
that HSBC trades are not manipulative
Pillar 5:
Governance
and oversight

Our governance framework provides


effective oversight of how we fairly treat
customers and uphold market integrity

We engage with regulatory bodies in a timely,


open and transparent manner
Financial Statements

Financial Review

The Pillars

Corporate Governance

Key

Strategic Report

Our Conduct Framework

2015

Introduced a
tone-of-voice
communications
toolkit to simplify
and improve
clarity of
interactions with
customers

Reviewed all
RBWM products
to assess fair
value for
customers
resulting in
reductions or
removal of certain
fees for 83 retail
banking products
across 24
countries

Launched
Rebuilding trust
in banking
mandatory
training for all
employees
globally;
completed by
more than
270,000 people

Expanded
customer
feedback and
complaint
handling
capabilities;
increased analysis
of root causes to
address recurring
customer
concerns more
effectively

HSBC Holdings plc


41

Streamlined
inventory of CMB
products offered
to customers
globally (more
than 50%
reduction
since 2013)

Submitted
attestation to the
Financial Conduct
Authority on our
systems and
controls in GB&M
to mitigate risks
identified in our
foreign exchange
and commodities
businesses

Launched
employee
gratitude project
to promote
culture of
appreciation;
40,000 employee
thank you
notes sent in a
single month

Shareholder Information

Strategic Report

Risk overview
We actively manage risk to protect
and enable the business.

Managing risk
As a provider of banking and financial
services, managing risk is part of our core
day-to-day activities. Our success in doing
so is due to our clear risk appetite, which
is aligned to our strategy. We set out the
aggregate level and types of risk that we
are willing to accept in order to achieve
our medium- and long-term strategic
objectives in our risk appetite statement,
which is approved by the Board, covering:

The strategic actions designed to increase


our return on equity are described on
page 18.
To ensure that risks are managed in
a consistent way across the Group, we
employ a risk management framework
that is applicable to all levels of the
organisation and across all risk types.
It sets out governance and structures,

risks that we accept as part of doing


business, such as credit risk and
market risk;

Key risk appetite metrics

risks that we incur to generate income,


such as operational risk and capital and
liquidity risk, which are managed to
remain below an acceptable tolerance;
and
risks that we have zero tolerance for,
such as reputational risk.
Our risk management framework
and its key components, and our exposure
to risks arising from the business activities
of the global businesses are shown on pages
101 and 109, respectively.

responsibilities and processes. Global


Risk, led by the Group Chief Risk
Officer, who is an executive Director,
is responsible for enterprise-wide risk
oversight and is independent from
the sales and trading functions of the
Groups businesses. This independence
ensures the necessary balance in risk/
return decisions.

Component

Measure

Risk appetite

2015

Returns

Return on average ordinary shareholders equity


in excess of our estimated cost of equity of 9%

10%

7.2%

Capital

Common equity tier 1 ratio CRD IV end point basis

10% 11.9%

Liquidity

HSBC consolidated balance sheet advances-todeposits ratio

90%

Loan
impairment
charges

RBWM loan impairment charges as % of advances1

<0.65% 0.58%

Wholesale loan impairment charges as


% of advances

<0.45% 0.26%

72%

Including the loans of the Brazilian operations held for sale.

Risk management and stress testing


Stress testing is an integral component
of our risk management framework.
It is an important tool for us to assess
potential vulnerabilities in our businesses,
business model or portfolios. It allows us
to understand the sensitivities of the core
assumptions in our strategic and capital
plans, and improve decision-making
through balancing risk and return.
Internal stress test scenarios are closely
aligned to our assessment of top and
emerging risks. The potential impact from
these scenarios, were they to occur, may
prompt pre-emptory management actions
including a reduction in limits or direct
exposures, or closer monitoring of
exposures sensitive to stress.
Our approach to stress testing and
the results of regulatory stress testing
programmes are discussed on pages 103
and 116, respectively.

We also participate in regulatory stress


test exercises in a number of jurisdictions.
The primary Group-wide exercise is
requested by the Bank of England. The
2015 scenario incorporated a synchronised
global downturn affecting Asia, Brazil and
the eurozone in particular, a reduction in
global risk appetite and market liquidity,
and a recession in the UK.

The results were published by the Bank


of England on 1 December 2015 and
are summarised below. Our CET1 ratio
remained well above the regulatory
minimum despite our significant
presence in the countries and regions
affected by the scenario, demonstrating
our resilience to a severe stress situation
in our core markets.

2015 Bank of England Stress Test Results


Group Common Equity Tier 1 Ratio
31 December 2014 actual (end point)

11.1%

Minimum stressed ratio before management actions

7.0%

Minimum stressed ratio after management actions

7.7%

Bank of England minimum ratio

4.5%

31 December 2015 actual (end point)

HSBC Holdings plc


42

11.9%

Risk overview

Top and emerging risks

Risk

Trend

During 2015, we made two changes to


our top and emerging risks to reflect our
assessment of their effect on the Group.
Turning of the credit cycle was added as a
new risk, reflecting the risk of deterioration
in the credit environment. Internet crime
and fraud was removed as mitigating
actions taken have reduced credit and
fraud losses through digital channels.

Strategic Report

Top risks are those that may have a


material impact on the financial results,
reputation or business model of the Group
in the year ahead. Emerging risks are those
that have large unknown components and
may form beyond a one-year horizon. If
these risks were to occur, they could have
a material effect on HSBC.

Our current top and emerging risks


are summarised below.

Our top and emerging risks


are discussed in more detail
on page 110.

In addition, four risks were renamed to


better reflect the issues facing HSBC.
We use the new names below.

Mitigants

Financial Review

We employ a top and emerging risks


framework at all levels of the organisation
to identify current and forward-looking
risks so that we may take action that
either prevents them materialising or
limits their effect.

Geopolitical risk

We continuously assess the impact of the geopolitical outlook on our country limits and exposures
to ensure we remain within our risk appetite.

Turning of the credit cycle

We undertook portfolio and limit reviews and conducted stress tests on the sectors and portfolios
that are most sensitive to the credit cycle.

Regulatory developments
affecting our business
model and profitability

We actively assess the effect of relevant developments and engage closely with governments
and regulators, seeking to ensure that requirements are considered properly and implemented
in an effective manner.

US DPA and related


agreements and
consent orders

We are continuing to take concerted action to remedy anti-money laundering and sanctions
compliance deficiencies and to implement Global Standards.

Regulatory focus on
conduct of business
and financial crime

We are enhancing our financial crime and regulatory compliance controls and resources and
are implementing significant programmes to enhance the management of conduct and financial
crime risks.

Dispute risk

We continue to focus on identifying emerging regulatory and judicial trends, and sharing lessons
learned globally in an effort to avoid or limit future litigation exposure.

Cyber threat and


unauthorised access
to systems

We continue to improve our governance and controls framework to protect HSBCs information and
technical infrastructure against ever-increasing and sophisticated cyber threats.

Internally driven
People risk

We continue to focus on attracting and retaining key talent and are implementing a number
of initiatives to improve employee capability, collaboration and engagement.

Execution risk

We have strengthened our prioritisation and governance processes for significant strategic, regulatory
and compliance projects. Risks related to the disposals of our operations in Brazil and Turkey were
subject to close management oversight.

Third-party risk
management

We are enhancing our third-party risk management governance, processes and procedures
and have conducted enhanced risk assessments of our most critical third parties.

Model risk

We have strengthened our governance framework, created centralised global analytical functions and
recruited additional subject matter experts in our modelling and independent model review teams.

Data management

A number of key initiatives and projects are in progress to implement our data strategy to enable
consistent data aggregation, reporting and management.

Risk heightened during 2015


Risk remained at the same level as 2014

HSBC Holdings plc


43

Financial Statements

We closely monitor economic developments in key markets, undertaking business or portfolio


reviews or stress tests as required, and take appropriate action as circumstances evolve.

Shareholder Information

Economic outlook
and capital flows

Corporate Governance

Externally driven

Strategic Report

Remuneration
Our remuneration policy supports the
achievement of our strategic objectives
through balancing reward for both short-term
and long-term sustainable performance.

Remuneration principles
The remuneration strategy for our
employees is based on a series
of key principles.

What we do
Focus on total compensation with a strong
link between pay and performance
Judge not only what is achieved but how
it is achieved in line with HSBC Values
Operate a thorough performance
management and HSBC Values
assessment process
Recognise and reward our employees
for outstanding positive behaviour
Design our policy to align compensation
with long-term shareholder interests
Apply consequence management to
strengthen the alignment between
risk and reward

For full details of our remuneration


policy, see www.hsbc.com/~/media/
HSBC-com/InvestorRelationsAssets/
governance/151023-remuneration-policy.

Post-tax profits allocation

25%

What we dont do
Reward inappropriate or excessive
risk taking or short-term performance
at the expense of long-term company
sustainability

2015
59%
16%

Use only a formulaic approach to determine


bonuses for our executives
Award discretionary bonuses to employees
rated unacceptable against our HSBC
Values and behaviours
Allow our employees to hedge against
their unvested or retained awards
Offer employment contracts with
a notice period of more than 12 months
Have pre-arranged individual
severance agreements

Key
Dividends1
Variable pay2
Retained earnings/capital
Inclusive of dividends to holders of other equity
instruments and net of scrip issuance based on
an assumption of scrip take up for the fourth quarter
of 2015 of 20%. Dividends per ordinary share declared
in respect of 2015 were $0.51, an increase of 2%
compared with 2014.
2
Total variable pay pool net of tax and portion to
be delivered by the award of HSBC shares.
1

Single figure of remuneration for our executive Directors


How much our executive Directors earned in 2015 (000)

(000)

Douglas Flint
Group Chairman

Stuart Gulliver
2015 actual

54%
64%

16%

30%
36%

Base salary

2015 actual

Fixed pay allowance

26%

26%
38%

2015 actual

51%
63%

Pension
Total fixed pay

Marc Moses

Iain Mackay
Group Finance
Director

Marc Moses
Group Chief
Risk Officer

2015

2014

2015

2014

1,500

1,500

1,250

1,250

700

700

700

700

1,700

1,700

950

950

950

950

2015

2014

2015

2014

Fixed pay

Iain Mackay
48%
62%

Stuart Gulliver
Group Chief
Executive

750

750

625

625

350

350

350

350

2,250

2,250

3,575

3,575

2,000

2,000

2,000

2,000

1,033

Variable pay
21%

28%
37%

Key
Components of pay: Settled in:
Fixed pay
Shares
Annual incentive
Cash
Group Performance
Share Plan (GPSP)

For full details of our Directors


pay and performance for 2015,
see the Directors Remuneration
Report on page 285.

Annual incentive

1,072

1,290

1,068

867

827

GPSP

1,969

2,112

1,101

1,131

1,101

1,131

Total variable pay

3,041

3,402

2,169

1,998

1,928

2,164

2,250

2,250

6,616

6,977

4,169

3,998

3,928

4,164

151

136

662

589

54

43

95

105

53

53

28

28

29

33

41

11

36

2,496

2,532

7,340

7,619

4,256

4,080

3,968

4,239

Total fixed and


variable pay
Benefits
Non-taxable benefits
Notional return
on deferred cash
Total single figure
of remuneration

HSBC Holdings plc


44

Strategic Report

Remuneration

For full details of the current


Directors remuneration policy,
see page 381 of the 2013 Directors
Remuneration Report.

Pay

Element

Implementation in 2015

Proposed changes to policy for 2016

Fixed

Base salary

Benchmarked on an annual basis


Increases will not exceed more than 15% of
base salary levels as at 2013 during the term
of the policy
Amounts have not changed since 2010

No change to policy:
Increase will not exceed more than 15% of base salary levels
as at 2016 during the term of the policy

Fixed pay
allowance

Fixed pay allowances introduced in 2014 to ensure the


total compensation package remains competitive as a
consequence of new regulatory requirements in 2013
Granted in immediately vested shares, subject
to a retention period with 20% released after
one year and the remainder after five years

Maximum fixed pay allowance for each


executive Director is 150% of base salary
Granted in immediately vested shares,
subject to a retention period released pro-rata
over a period of five years

Pension

Cash allowance in lieu of pension of up to 50%


of base salary

Reduced to a maximum of 30% of base salary

Benefits

Takes account of local market practice,


including but not limited to medical and
income protection insurance

No change to current provided benefits


Post-departure benefits introduced for up to seven years from
date of departure

Annual
incentive

Maximum is 67% of fixed pay (equal to


approximately 181% of base salary)
Measured against an annual scorecard
A minimum of 60% will be deferred and vest over
a three-year period
Delivered in cash and shares, with a minimum
of 50% delivered in shares

Maximum is 215% of base salary


100% delivered in shares subject to a retention period, with
the Remuneration Committee to have discretion to defer
a portion of the awards or apply a longer retention period

Long-term
incentive

Group Performance Share Plan


Maximum of 133% of fixed pay (equal to
approximately 381% of base salary)
Measured against 2014 long-term scorecard
Delivered in shares with a five-year vesting period
Required to hold shares until retirement

New long-term incentive plan


Maximum is 320% of base salary
Performance targets set annually for each three-year
forward-looking performance period
Introduction of relative total shareholder return as a
performance measure
Delivered in shares, subject to the outcome of the performance
conditions at the end of the three-year performance period, in
equal instalments between the third and seventh anniversary
of the grant date
A retention period may be applied to ensure compliance with
regulatory requirements

Variable

HSBC Holdings plc


45

Corporate Governance

The table below summarises how each


element of pay was implemented in
2015 and how it will change for 2016
if the new policy is approved.

Financial Statements

Our current remuneration policy was


approved by shareholders at the 2014
Annual General Meeting (AGM) and

was applied for 2015. Due to increased


regulatory requirements, we are putting
forward a new remuneration policy for
shareholder approval at the AGM this
year. For further details, see page 288.

Shareholder Information

We are making changes to our


Directors remuneration policy

Financial Review

Policy for executive Directors

Value of the
international network
Our international network is a distinctive
advantage and underpins our strategy.
It enables us to serve clients in a
large number of countries.

Our global footprint


gives us a strong position
in transaction banking
products, which support
global trade and capital
flows. The scale of our
network means we can
offer these products
to a larger number of
customers, including
companies that operate
in many countries.
Details can be found on pages 14 to 17.

By serving a wide range of customers,


we also create business synergies.
Cross-business synergies come from
providing products from one of our
global businesses to customers of
another. In-business synergies come
from owning our Securities Services
business, and our Asset Management
and Insurance businesses that
manufacture their own products,
and support our global businesses.
We are building on these strengths,
and saw their effects during 2015.

Growth from transaction


banking products
We grew revenue from our transaction
banking products by 4% in 2015 to
$15.7bn, driven in particular by Foreign
Exchange, and Payments and Cash
Management (PCM). In Global
Trade and Receivables Finance, we
maintained revenue despite a decline
of approximately 40% in commodity
prices and stagnant world trade. We
continue to benefit from our presence
along strategic trade corridors and
synergies across global businesses.

HSBC Holdings plc


46

Payments and Cash


Management
We increased average deposits by 8%
in 2015, aided by: investment in sales
and client management; new and
enhanced products; and access
through digital channels including
HSBCnet mobile, which is now
available in 34 markets.

Business synergies
We grew business synergy revenue by
$0.6bn to $11.6bn in 2015. In-business
synergies grew 8%, including 7%
growth in Securities Services revenue.
Growth in cross-business synergies
revenue was led by a 7% increase
in revenue from PCM products sold
to GB&M customers.
Business synergies revenue growth
(% change 2014 to 2015)

6%

Transaction banking product revenue ($bn)


2015
2014

15.7
15.1

All disclosures in the Financial Review section


are unaudited unless otherwise stated.
Disclosures marked as audited should
be considered audited in the context
of financial statements taken as a whole.

HSBC Holdings plc


47

Strategic Report
Shareholder Information

Financial Statements

Corporate Governance

Financial Review

Financial Review

Report of the Directors: Financial summary


Use of non-GAAP financial measures

Adjusted performance

Financial summary
Use of non-GAAP financial measures

48

Consolidated income statement

50

Group performance by income and expense item

51

Net interest income

51

Net fee income

53

Net trading income

54

Net income from financial instruments designated


at fair value

54

Gains less losses from financial investments

55

Net insurance premium income

56

Other operating income

56

Net insurance claims and benefits paid and movement


in liabilities to policyholders

57

Loan impairment charges and other credit risk provisions

57

Operating expenses

58

Share of profit in associates and joint ventures

60

Tax expense

60

Consolidated balance sheet

61

Movement in 2015

62

Reconciliation of RoRWA measures

64

Critical accounting estimates and judgements

64

Adjusted performance is computed by adjusting reported


results for the year-on-year effects of foreign currency
translation differences and significant items that distort
year-on-year comparisons. Significant items are excluded
from adjusted performance because management and
investors would ordinarily identify and consider them
separately in order to better understand the underlying
trends in a business.
These items, which are detailed in the tables starting on
pages 66 and 77, include:
gains or losses on the disposal or reclassification of
subsidiaries, associates and joint ventures;
fines, penalties, customer redress and associated
provisions, together with settlements and provisions
relating to legal matters when their size or historical
nature mean they warrant separate consideration;
costs incurred to achieve the productivity and cost
reduction targets outlined in the Investor Update of
June 2015; and
credit spread movements on our long-term debt
designated at fair value.
We consider adjusted performance provides useful
information for investors by aligning internal and external
reporting, identifying and quantifying items management
believe to be significant and providing insight into how
management assesses year-on-year performance.

The management commentary included in the Strategic Report, the


Report of the Directors: Financial Review, together with the
Employees and Corporate sustainability sections of Corporate
Governance and the Directors Remuneration Report is presented
in compliance with the IFRSs Practice Statement Management
Commentary issued by the IASB.

Foreign currency translation differences


Foreign currency translation differences reflect the
movements of the US dollar against most major currencies
during 2015. We exclude the translation differences when
deriving constant currency data because using this data
allows us to assess balance sheet and income statement
performance on a like-for-like basis to better understand
the underlying trends in the business.

Use of non-GAAP financial


measures
Our reported results are prepared in accordance with IFRSs
as detailed in the Financial Statements starting on
page 336. In measuring our performance, the financial
measures that we use include those which have been
derived from our reported results in order to eliminate
factors which distort year-on-year comparisons. These are
considered non-GAAP financial measures.

Foreign currency translation differences


Foreign currency translation differences for 2015 are computed
by retranslating into US dollars for non-US dollar branches,
subsidiaries, joint ventures and associates:
the income statements for 2014 at the average rates of
exchange for 2015; and
the balance sheet at 31 December 2014 at the prevailing
rates of exchange on 31 December 2015.
No adjustment has been made to the exchange rates used to
translate foreign currency denominated assets and liabilities
into the functional currencies of any HSBC branches, subsidiaries,
joint ventures or associates. When reference is made to foreign
currency translation differences in tables or commentaries,
comparative data reported in the functional currencies of HSBCs
operations have been translated at the appropriate exchange
rates applied in the current year on the basis described above.

The primary non-GAAP financial measure we use is


adjusted performance. Other non-GAAP financial
measures are described and reconciled to the most
relevant reported financial measure when used.

HSBC HOLDINGS PLC

48

Significant items

2015
$m
Revenue1
Reported
Currency translation
Own credit spread2
Acquisitions, disposals and dilutions
Other significant items

59,800

Adjusted
Loan impairment charges and other credit risk provisions
Reported
Currency translation
Acquisitions, disposals and dilutions
Other significant items
Adjusted

Adjusted
Adjusted cost efficiency ratio
Share of profit in associates and joint ventures
Reported
Currency translation
Acquisitions, disposals and dilutions
Other significant items

(2)

(1,002)

(1,033)
57,765

57,227

(3,721)

(3,851)
683

(3,721)

(3,168)

(17)

(39,768)

3,586

(41,249)
3,278
40
3,355

(36,182)

(34,576)

(5)

62.6%

60.4%

2,556

2,532
(39)

2,556

2,493

18,867

(1,002)

2,553

18,680
(853)
(417)
31
4,535

20,418

21,976

(7)

Adjusted
Profit before tax
Reported
Currency translation
Own credit spread2
Acquisitions, disposals and dilutions
Other significant items
Adjusted

Change
%

61,248
(4,775)
(417)
(9)
1,180

Total operating expenses


Reported
Currency translation
Acquisitions, disposals and dilutions
Other significant items

2014
$m

Financial Review

Reconciliation of reported and adjusted items

Corporate Governance

The tables starting on pages 66 and 77, detail the effect of


significant items on each of our geographical segments and
global businesses in 2015 and 2014.

Strategic Report

The following table reconciles selected reported items


for 2015 and 2014 to adjusted items at a Group level.

Shareholder Information

Financial Statements

For footnotes, see page 99.

HSBC HOLDINGS PLC

49

Report of the Directors: Financial summary (continued)


Consolidated income statement / Group performance by income and expense item

Consolidated income statement


Five-year summary consolidated income statement
2015
$m

2014
$m

2013
$m

2012
$m

2011
$m

Net interest income


Net fee income
Net trading income
Net income/(expense) from financial instruments designated
at fair value
Gains less losses from financial investments
Dividend income
Net insurance premium income
Gains on disposal of US branch network, US cards business and
Ping An Insurance (Group) Company of China, Ltd
Other operating income

32,531
14,705
8,723

34,705
15,957
6,760

35,539
16,434
8,690

37,672
16,430
7,091

40,662
17,160
6,506

1,532
2,068
123
10,355

2,473
1,335
311
11,921

768
2,012
322
11,940

(2,226)
1,189
221
13,044

3,439
907
149
12,872

1,055

1,131

2,632

7,024
2,100

1,766

Total operating income

71,092

74,593

78,337

82,545

83,461

Net insurance claims and benefits paid and movement in


liabilities to policyholders

(11,292)

(13,345)

(13,692)

(14,215)

(11,181)

Net operating income before loan impairment charges


and other credit risk provisions

59,800

61,248

64,645

68,330

72,280

Loan impairment charges and other credit risk provisions

(3,721)

(3,851)

(5,849)

(8,311)

(12,127)

Net operating income


Total operating expenses
Operating profit
Share of profit in associates and joint ventures
Profit before tax

56,079

57,397

58,796

60,019

60,153

(39,768)

(41,249)

(38,556)

(42,927)

(41,545)

16,311

16,148

20,240

17,092

18,608

2,556

2,532

2,325

3,557

3,264

18,867

18,680

22,565

20,649

21,872

Tax expense

(3,771)

(3,975)

(4,765)

(5,315)

(3,928)

Profit for the year

15,096

14,705

17,800

15,334

17,944

Profit attributable to shareholders of the parent company


Profit attributable to non-controlling interests

13,522
1,574

13,688
1,017

16,204
1,596

14,027
1,307

16,797
1,147

2015
$

2014
$

2013
$

2012
$

2011
$

Basic earnings per share


Diluted earnings per share
Dividends per ordinary share3

0.65
0.64
0.50

0.69
0.69
0.49

0.84
0.84
0.48

0.74
0.74
0.41

0.92
0.91
0.39

Dividend payout ratio4


Post-tax return on average total assets
Return on average ordinary shareholders equity

76.5
0.6
7.2

71.0
0.5
7.3

57.1
0.7
9.2

55.4
0.6
8.4

42.4
0.6
10.9

Average foreign exchange translation rates to $:


$1:
$1:

0.654
0.902

0.607
0.754

0.639
0.753

0.631
0.778

0.624
0.719

Five-year financial information

For footnotes, see page 99.


Unless stated otherwise, all tables in the Annual Report and Accounts 2015 are presented on a reported basis.

For a summary of our financial performance in 2015, see page 22.

HSBC HOLDINGS PLC

50

Group performance by income and expense item


2015
$m
Interest income
Interest expense

2014
$m

47,189
(14,658)

Net interest income5

2013
$m

50,955
(16,250)

51,192
(15,653)

32,531

34,705

35,539

1,726,949

1,786,536

1,669,368

Gross interest yield6


Less: cost of funds

2.73%
(1.00%)

2.85%
(1.05%)

3.07%
(1.10%)

Net interest spread7

1.73%

1.80%

1.97%

Net interest margin8

1.88%

1.94%

2.13%

Average interest-earning assets

Strategic Report

Net interest income

2015
Interest
income
$m
2,277
33,104
1,301
7,508
2,999

Total interest-earning assets


Trading assets and financial assets
designated at fair value9,10
Impairment allowances
Non-interest-earning assets

1,726,949

Year ended 31 December

2,593,771

Short-term funds and loans and advances to banks


Loans and advances to customers
Reverse repurchase agreements non-trading
Financial investments
Other interest-earning assets

195,285
(10,606)
682,143

Yield
%
1.03
3.64
0.80
1.90
8.13

Average
balance
$m
237,148
931,311
198,273
399,816
19,988

2014
Interest
income
$m
3,068
37,429
1,800
8,323
335

47,189

2.73

1,786,536

4,626

2.37

51,815

2.00

2,680,043

238,958
(14,015)
668,564

Yield
%
1.29
4.02
0.91
2.08
1.68

Average
balance
$m
236,377
897,322
114,324
393,309
28,036

2013
Interest
income
$m
2,851
38,529
995
8,002
815

Yield
%
1.21
4.29
0.87
2.03
2.91

50,955

2.85

1,669,368

51,192

3.07

5,596

2.34

5,763

1.62

56,551

2.11

2,692,016

56,955

2.12

Interest
expense
$m

Cost
%

Average
balance
$m

Interest
expense
$m

Cost
%

354,817
(15,954)
683,785

For footnotes, see page 99.

Summary of interest expense by type of liability and equity


2015

2014

2013

Average
balance
$m

Interest
expense
$m

Cost
%

Average
balance
$m

55,863

378

0.68

61,217

481

0.79

61,616

555

0.90

58,489
1,075,901
117,947
129,039
28,396

717
7,401
355
3,521
2,286

1.23
0.69
0.30
2.73
8.05

66,374
1,088,493
190,705
129,724
10,120

837
9,131
652
4,554
595

1.26
0.84
0.34
3.51
5.88

72,333
1,035,500
94,410
150,976
11,345

967
8,794
405
4,182
750

1.34
0.85
0.43
2.77
6.61

Total interest-bearing liabilities


1,465,635
Trading liabilities and financial liabilities designated
at fair value (excluding own debt issued)
151,294
Non-interest bearing current accounts
190,914
Total equity and other non-interest bearing
liabilities
785,928

14,658

1.00

1,546,633

16,250

1.05

1,426,180

15,653

1.10

2,071

1.37

178,518
185,990

2,856

1.60

301,353
184,370

3,027

1.00

Year ended 31 December

16,729

0.64

2,680,043

19,106

0.71

2,692,016

18,680

0.69

Deposits by banks11
Financial liabilities designated at fair value
own debt issued12
Customer accounts13
Repurchase agreements non-trading
Debt securities in issue
Other interest-bearing liabilities

2,593,771

768,902

780,113

Corporate Governance

Average
balance
$m
221,924
909,707
162,308
396,113
36,897

Financial Statements

Summary of interest income by type of asset

Financial Review

For footnotes, see page 99.

Shareholder Information

For footnotes, see page 99.

HSBC HOLDINGS PLC

51

Report of the Directors: Financial summary (continued)


Group performance by income and expense item

Reported net interest income of $32.5bn decreased by


$2.2bn or 6% compared with 2014. This included the

significant items and currency translation summarised in


the table below.

Significant items and currency translation


2015
$m
Significant items
Provisions arising from the ongoing review of compliance with the Consumer Credit Act in the UK
Acquisitions, disposals and dilutions

(10)

(632)
38

(10)

(594)
2,890

(10)

2,296

Currency translation
Year ended 31 December

2014
$m

environment, although the effect of this was partly offset


by an increase in average term lending balances.

Excluding the significant items and currency translation


tabulated above, net interest income was broadly
unchanged compared with 2014, as increases in Asia and
Latin America were offset by a reduction in North America.

By contrast, in Asia, the rise in interest income was driven


by growth in average term lending balances, primarily in
Hong Kong and mainland China. This was partly offset by
compressed yields on customer lending, notably in
mainland China and Australia due to central bank rate
reductions, although yields in Hong Kong marginally
increased. In Latin America, the increase was primarily in
Argentina, driven by growth in average balances.

On a reported basis, net interest spread and margin both


fell, mainly due to adverse foreign exchange movements in
Latin America and Europe, partly offset by a reduction in
significant items, namely lower provisions arising from the
ongoing review of compliance with the Consumer Credit
Act (CCA) in the UK. Excluding these factors, net interest
spread and margin were marginally lower due to reduced
yields on customer lending in Europe and North America.
However, during the year, we changed the mix of our
overall portfolio towards higher yielding customer lending
balances. This was through a managed reduction in the
average balances of lower yielding short-term funds,
reverse repos and financial investments, notably in Europe,
reflecting our continued focus on the efficient use of our
balance sheet.

Interest income on short-term funds and financial


investments in Balance Sheet Management marginally
decreased. This was driven by lower interest income in
Europe, due to a managed reduction in average balances,
and in Asia, reflecting movement in central bank interest
rates in mainland China and India. These factors were
partly offset in North America by a change in product mix
towards higher yielding mortgage backed securities in
order to maximise the effectiveness of the portfolio.

Interest income by type of asset and interest expense by


type of liability, and the associated average balances as set
out in the summary tables above, were affected by the
reclassification in June 2015, of our operations in Brazil to
Assets held for sale in Other interest-earning assets and
liabilities of disposal groups held for sale in Other interestbearing liabilities, respectively.

Interest income from other interest-earning assets rose


due to the reclassification of our operations in Brazil to
Assets held for sale in June 2015. In Brazil, excluding the
impact of currency translation, interest income rose due to
growth in average term lending balances and financial
investments, together with higher yields reflecting
successive increases in central bank interest rates in
2014 and 2015.

Interest income

Interest expense

Reported interest income decreased by $3.8bn compared


with 2014 driven by currency translation, notably in Latin
America and Europe, although this was partly offset in
Europe as 2014 included higher provisions arising from the
on-going review of compliance with the CCA.

Reported interest expense decreased by $1.6bn compared


with 2014 driven by currency translation, primarily in Latin
America and Europe.
Excluding this, interest expense fell driven by a lower cost
of customer accounts, debt issued and repos.

Excluding these factors, interest income was broadly


unchanged compared with 2014.

Interest expense on customer accounts fell marginally


despite growth in average balances. This reflected central
bank rate reductions in a number of markets, notably
Mexico, mainland China, Australia and India. Europe was
affected by downward movements in market rates in the
eurozone. This was partly offset by rising costs in North
America, in line with promotional deposit offerings.

Interest income on loans and advances to customers was


broadly unchanged as lower interest income in Europe
and North America was offset by increases in Asia and
Latin America.
In Europe, the reduction in interest income was driven
by lower yields on mortgages in the UK in line with
competitive pricing, and the effect of downward
movements in market interest rates in the eurozone.
Interest income also fell in North America as the CML
portfolio continued to decrease from run-off and sales.
In addition, new lending to customers in RBWM and CMB
was at reduced yields in the current low interest rate

Interest expense on debt issued also fell, primarily in


Europe as new debt was issued at lower prevailing rates
and average outstanding balances fell as a result of net
redemptions. Interest expense also fell on repos, notably in
Europe, reflecting the managed reduction in average
balances.

HSBC HOLDINGS PLC

52

Net fee income


2015
$m

2014
$m

2013
$m

2,745
2,570
2,281
1,919
1,441
1,007
971
772
762
721
519
2,308

3,407
2,658
2,460
1,890
1,371
1,005
1,115
833
872
726
516
2,692

3,581
2,673
2,455
1,907
1,388
891
1,157
849
866
698
551
2,957

Fee income

18,016

19,545

19,973

Less: fee expense

(3,311)

(3,588)

(3,539)

Year ended 31 December

14,705

15,957

16,434

Account services
Funds under management
Cards
Credit facilities
Broking income
Unit trusts
Imports/exports
Remittances
Underwriting
Global custody
Insurance agency commission
Other

Reported net fee income fell by $1.3bn compared with 2014,


primarily reflecting the adverse effects of currency translation

Strategic Report

on customer accounts driven by successive increases in


central bank rates. Other interest expense also increased in
North America, as 2014 benefited from the release of
accrued interest associated with uncertain tax positions.

Financial Review

Interest expense on other interest-bearing liabilities


increased due to the reclassification of our operations in
Brazil. In Brazil, excluding currency translation, interest
expense rose, primarily on debt securities in issue and also

between the years of $1.2bn, notably in Europe and Latin


America, as tabulated below.

Significant items
Acquisitions, disposals and dilutions
Currency translation

10
1,204

Year ended 31 December

1,214

balances, although balances were broadly unchanged in


Asia in the second half of the year.

On an adjusted basis, net fee income decreased by $38m.


This reflected a reduction in Europe, primarily within
RBWM and GB&M, largely offset by increases in Asia
in RBWM and North America in GB&M.

Our fee income from broking and unit trusts also grew (up
by $182m), mainly in Hong Kong, driven by higher sales
of equities and mutual funds in RBWM. This was from
increased stock market turnover, in part facilitated by the
Shanghai-Hong Kong Stock Connect platform and greater
investor appetite following improvements in Asian equity
markets in the first half of the year, however there was
weaker investor sentiment in the second half of the year.

Account services fee income fell significantly by $348m,


mainly in the UK in RBWM where lower overdraft fees
reflected re-pricing and fewer overdrawn balances
following the introduction in November 2014 of a text-alert
service for customers. Account services fees also fell in
Switzerland due to the continuing repositioning of our GPB
business.

Fees from funds under management increased by $157m.


In our Global Asset Management business, this was notably
in France and the US due to volume growth from fixed
income products. In addition, fee income from funds under
management also increased in Germany from growth in
Securities Services in GB&M, and in Hong Kong from
increased funds under management in GPB.

Import and export fees fell too (by $79m), mainly in Asia
reflecting a reduction in trade activity. In addition, our
underwriting fee income fell by $65m, mainly in Hong Kong
in GB&M, where there was reduced activity in equity
capital markets, although this was partly offset by higher
debt issuances in the US.

Fee expenses were marginally higher by $101m due to a


rise in brokerage fees, notably in Germany.

By contrast, our credit facilities fee income grew strongly


(by $190m) in North America and, to a lesser extent, in
Asia, reflecting continued growth in average lending

HSBC HOLDINGS PLC

53

Financial Statements

2014
$m

Shareholder Information

2015
$m

Corporate Governance

Significant items and currency translation

Report of the Directors: Financial summary (continued)


Group performance by income and expense item

Net trading income


2015
$m

2014
$m

2013
$m

Trading activities
Ping An contingent forward sale contract
Net interest income on trading activities
Gain/(loss) on termination of hedges
Other trading income hedge ineffectiveness:
on cash flow hedges
on fair value hedges
Fair value movement on non-qualifying hedges14

7,285

1,775
(11)

5,419

1,907
1

6,921
(682)
2,047
(194)

15
(11)
(330)

34
19
(620)

Year ended 31 December

8,723

6,760

22
65
511
8,690

For footnote, see page 99.

Reported net trading income of $8.7bn was $2.0bn higher


than in 2014, predominantly in Europe. The movement in
net trading income in part reflected the favourable

significant items and currency translation summarised in


the table below.

Significant items and currency translation


Significant items
Included within trading activities:
favourable/(adverse) debit valuation adjustment on derivative contracts
Included in other net trading income:
fair value movement on non-qualifying hedges
acquisitions, disposals and dilutions

2015
$m

2014
$m

230
230

(332)
(332)

(327)
(327)

(539)
(541)
2

(97)

(871)
520

(97)

(351)

Currency translation
Year ended 31 December

On an adjusted basis, net trading income from trading


activities increased by $1.7bn compared with 2014, driven
by our client-facing GB&M businesses, notably Equities,
Foreign Exchange and Credit. This was primarily in the
UK following an increase in volatility and client activity.

uncollateralised derivative portfolios by introducing the


funding fair value adjustment (FFVA) which resulted in a
charge of $263m. In addition, the Equities and Rates
businesses benefited from favourable movements on own
credit spreads compared with minimal movements in 2014.

Net trading income from trading activities also rose due


to a number of other valuation movements. In 2014,
we revised our estimation methodology for valuing

These movements contributed to an increase in net trading


income from trading activities in Rates, although client
activity remained subdued.

Net income from financial instruments designated at fair value


Net income/(expense) arising from:
financial assets held to meet liabilities under insurance and investment contracts
liabilities to customers under investment contracts
HSBCs long-term debt issued and related derivatives
change in own credit spread on long-term debt (significant item)
other changes in fair value
other instruments designated at fair value and related derivatives

2015
$m

2014
$m

2013
$m

531
34
863
1,002
(139)

2,300
(435)
508
417
91

3,170
(1,237)
(1,228)
(1,246)
18

104

100

63

1,532

2,473

768

2015
$m

2014
$m

2013
$m

Financial assets designated at fair value at 31 December


Financial liabilities designated at fair value at 31 December

23,852
66,408

29,037
76,153

38,430
89,084

Including:
Financial assets held to meet liabilities under:
insurance and investment contracts with DPF
unit-linked insurance and other insurance and investment contracts
Long-term debt issues designated at fair value

11,119
11,153
60,188

10,650
16,333
69,681

10,717
25,423
75,278

Year ended 31 December

Assets and liabilities from which net income from financial instruments designated at fair value arose

HSBC HOLDINGS PLC

54

Significant items and currency translation


2015
$m

2014
$m

Significant items
Own credit spread
Currency translation

1,002

417
303

Year ended 31 December

1,002

720

2015 included gains in Brazil and France, partly offset by


losses in Hong Kong. These gains and losses are broadly
offset by Net insurance claims and benefits paid and
movements in liabilities to policyholders and Liabilities
to customers under investment contracts.

On an adjusted basis, which excludes changes in our own


credit spread and the net adverse effect of currency
translation shown above, net income from financial
instruments at fair value decreased by $1.2bn.
Net income from financial assets held to meet liabilities
under insurance and investment contracts of $531m was
$1.8bn lower than in 2014. This was primarily driven by
weaker equity markets in Hong Kong and the UK, notably
in the second half of the year. The fair value movement in

Other changes in fair value reflected a net adverse


movement due to interest and exchange rate hedging
ineffectiveness.

Strategic Report

Reported net income from financial instruments


designated at fair value was $1.5bn in 2015, compared
with $2.5bn in 2014. The former included favourable
movements in the fair value of our own long-term debt of
$1.0bn due to changes in credit spread, compared with
favourable movements of $417m in 2014.

Financial Review

The majority of the financial liabilities designated at fair


value are fixed-rate long-term debt issuances and are
managed in conjunction with interest rate swaps as part
of our interest rate management strategy.

2015
$m

2014
$m

2013
$m

Net gains/(losses) from disposal of:


debt securities
equity securities
other financial investments

345
1,829
5

665
1,037
6

491
1,697
(1)

Impairment of available-for-sale equity securities

2,179
(111)

1,708
(373)

2,187
(175)

Year ended 31 December

2,068

1,335

2,012

Significant items and currency translation

Significant items
Gain on sale of shareholding in Bank of Shanghai
Gain on the partial sale of shareholding in Industrial Bank
Impairment of our investment in Industrial Bank

2015
$m

2014
$m

1,372

428

(271)

1,372

157
95

1,372

252

Currency translation
Year ended 31 December

On an adjusted basis, excluding all significant items and


currency translation tabulated above, gains less losses
from financial investments decreased by $387m. This was
primarily in our GB&M business, driven by lower gains on
disposals of available-for-sale debt securities, notably in
the UK and US and lower gains on equity securities in
Principal Investments in the UK.

In addition, we recorded minor losses on disposals from


our legacy credit portfolio compared with gains in 2014.
The disposal of these assets reflects our continued efforts
to manage down low-returning assets to maximise returns.

HSBC HOLDINGS PLC

55

Financial Statements

translation tabulated below, notably the gain on the partial


sale of our shareholding in Industrial Bank Co. Ltd
(Industrial Bank) of $1.4bn.

Shareholder Information

In 2015, gains less losses from financial investments


increased by $733m on a reported basis compared with
2014. This was driven by the significant items and currency

Corporate Governance

Gains less losses from financial investments

Report of the Directors: Financial summary (continued)


Group performance by income and expense item

Net insurance premium income


2015
$m

2014
$m

2013
$m

Gross insurance premium income


Reinsurance premiums

11,012
(657)

12,370
(449)

12,398
(458)

Year ended 31 December

10,355

11,921

11,940

2015
$m

2014
$m

Significant items
Currency translation

930

Year ended 31 December

930

Reported net insurance premium income was $1.6bn


lower, largely from the adverse effects of currency
translation of $930m.
Significant items and currency translation

On an adjusted basis, excluding the effect of currency


translation, net insurance premium income fell by $636m
or 6%, driven by Asia, primarily in Hong Kong where it
declined because of lower unit-linked contract premiums
and new reinsurance agreements.

In Europe, premium income fell mainly in the UK, reflecting


a decision to exit the commercial pensions market in 2014.

Other operating income

Rent received
Gains/(losses) recognised on assets held for sale
Gains on investment properties
Gain on disposal of property, plant and equipment, intangible assets and
non-financial investments
Gains/(losses) arising from dilution of interest in Industrial Bank and other associates
and joint ventures
Gain on disposal of HSBC Bank (Panama) S.A.
Change in present value of in-force long-term insurance business
Other
Year ended 31 December

2015
$m

2014
$m

2013
$m

171
(244)
61

162
220
120

155
(729)
113

53

32

178

799
215

(32)

261
368

1,051
1,107
525
232

1,055

1,131

2,632

2015
$m

2014
$m

2013
$m

809
(552)
504
38

870
(545)
(116)
52

924
(505)
88
18

799

261

525

2015
$m

2014
$m

(232)
(18)
(214)

168

168

Change in present value of in-force long-term insurance business

Value of new business


Expected return
Assumption changes and experience variances
Other adjustments
Year ended 31 December

Reported other operating income decreased by $76m from


2014. This was partly due to the significant items recorded
in the table below.
Significant items and currency translation

Significant items
Included within gains/(losses) recognised on assets held for sale:
disposal costs of our Brazilian operation
gain/(loss) on sale of several tranches of real estate secured accounts in the US
Included within the remaining line items:
acquisitions, disposals and dilutions

Currency translation

(41)
(41)
(64)

Year ended 31 December

(232)

HSBC HOLDINGS PLC

56

63

disposal and revaluation gains on investment properties,


mainly in Asia.
The higher favourable movement in the PVIF balance was
driven by changes in interest rates and investment return
assumptions, notably in France and Hong Kong.

Net insurance claims and benefits paid and movement in liabilities to policyholders
2015
$m

2014
$m

2013
$m

Net insurance claims and benefits paid and movement in liabilities to policyholders:
gross
less reinsurers share

11,872
(580)

13,723
(378)

13,948
(256)

Year ended 31 December15

11,292

13,345

13,692

Strategic Report

Excluding the significant items and currency translation


tabulated above, other operating income increased by
$219m compared with 2014. This was primarily from
higher favourable movements in present value of in-force
(PVIF) long-term insurance business, partly offset by lower

Significant items and currency translation


2015
$m

2014
$m

Significant items
Currency translation

1,109

Year ended 31 December

1,109

Excluding the effects of currency translation, net insurance


claims and benefits paid and movements in liabilities to
policyholders were $0.9bn lower.

The gains or losses recognised on the financial assets


designated at fair value that are held to support these
insurance contract liabilities are reported in Net income
from financial instruments designated at fair value.

This was primarily driven by a decrease in returns on


financial assets supporting liabilities to policyholders,
where the policyholder shares in the investment risk. This
decrease in returns reflected a weaker equity market
performance in Hong Kong in the second half of the year.

In addition, movements in liabilities to policyholders were


lower due to a decrease in premiums written in Asia, as
explained in Net earned insurance premiums.

Loan impairment charges and other credit risk provisions


Loan impairment charges:
new allowances net of allowance releases
recoveries of amounts previously written off
Individually assessed allowances
Collectively assessed allowances
Releases of impairment on available-for-sale debt securities
Other credit risk provisions

2015
$m

2014
$m

2013
$m

4,400
(808)

5,010
(955)

7,344
(1,296)

3,592

4,055

6,048

1,505
2,087

1,780
2,275

2,320
3,728

(17)
146

(319)
115

(211)
12

Year ended 31 December

3,721

3,851

5,849

Impairment charges on loans and advances to customers as a percentage of


average gross loans and advances to customers

0.39%

0.43%

0.67%

Excluding the effects of currency translation, LICs were


$0.6bn higher than in 2014.

Significant items and currency translation


2015
$m

2014
$m

Significant items
Currency translation

683

Year ended 31 December

683

HSBC HOLDINGS PLC

57

Shareholder Information

Reported loan impairment charges and other credit risk


provisions (LICs) of $3.7bn were $0.1bn lower than in
2014, primarily due to favourable currency translation
of $683m.

Corporate Governance

than in 2014, in part reflecting the effect of currency


translation of $1.1bn.

Financial Statements

Reported net insurance claims and benefits paid and


movement in liabilities to policyholders were $2.1bn lower

Financial Review

For footnote, see page 99.

Report of the Directors: Financial summary (continued)


Group performance by income and expense item

reduced lending balances from continued run-off and


sales. Additionally, collectively assessed LICs rose in
Indonesia following credit deterioration; and

In the fourth quarter of 2015, our LICs increased compared


with the third quarter following a rise in individually
assessed LICs in a small number of countries. This was
reflective of specific circumstances associated with those
countries with no common underlying theme. In addition,
we increased our collectively assessed LICs on exposures
related to the oil and gas industry by $0.2bn, notably in
North America, Middle East and North Africa, and Asia. For
more information on our exposure to the oil and gas
sector, see page 117.

in Europe, collectively assessed LICs were $192m lower,


most notably in our GB&M business in the UK, as 2014
included additional impairment charges from revisions
to certain estimates used in our corporate collective
loan impairment calculation.
Individually assessed LICs were broadly unchanged from
2014 on an adjusted basis. This reflected decreases in Latin
America, Europe and Asia which were offset by increases in
Middle East and North Africa and in North America. This
included the following:

The following paragraphs set out in more detail the factors


that have contributed to movements in our collectively and
individually assessed LICs compared with 2014.
On an adjusted basis, collectively assessed LICs rose by
$221m, mainly in Middle East and North Africa, North
America and Asia, partly offset in Europe. It arose from
the following:

in Latin America (down by $95m), Europe (down by


$44m) and Asia (down by $44m), we saw reductions in
individually assessed LICs in our GB&M business as 2014
included significant impairment charges related to
corporate clients in our respective regions. In Asia, the
reduction was partly offset by an increase in LICs against
a small number of CMB customers in Indonesia; and

in Middle East and North Africa (up by $167m), this was


mainly in the UAE in RBWM, where we increased
the impairment allowances on our mortgage book
following a review of the quality and value of collateral.
In addition, LICs grew in our CMB business, notably
relating to the oil and foodstuffs industries;

in Middle East and North Africa (up by $134m) and


North America (up by $47m), individually assessed LICs
increased in our CMB business. In the former, this
primarily related to higher LICs on food wholesalers,
while in North America LICs rose in the oil and gas
sector.

in North America (up by $132m) and Asia (up by


$108m), this reflected an increase in allowances against
our oil and gas exposures. In our US CML portfolio, LICs
were higher than in 2014 reflecting lower favourable
market value adjustments of underlying properties as
improvements in the housing market conditions were
less pronounced in 2015. This was partly offset by a fall
in LICs from lower levels of newly impaired loans and

In 2015, there were lower net releases of credit risk


provisions than in 2014, down by $0.3bn, mainly on
available-for-sale asset-backed securities (ABSs) in our
UK GB&M business.

Operating expenses
investment costs incurred relating to projects to change
business-as-usual activity to enhance future operating
capabilities;

In addition to detailing operating expense items by category,


as set out in the table below, we also categorise adjusted
expenses as follows:

costs-to-achieve comprise those specific costs relating to the


achievement of the strategic actions set out in the Investor
Update in June 2015. They comprise costs incurred between
1 July 2015 and 31 December 2017 and do not include
ongoing initiatives such as Global Standards. Any costs arising
within this category have been incurred as part of a significant
transformation programme. Costs-to-achieve are included
within significant items and incorporate restructuring costs
which were identified as a separate significant item prior to
1 July 2015; and

run-the-bank costs comprise business-as-usual running costs


that keep operations functioning at the required quality and
standard year-on-year, maintain IT infrastructure and support
revenue growth. Run-the-bank costs are split between front
office and back office, reflecting the way the Group is
organised into four global businesses (front office) supported
by global functions (back office);

change-the-bank costs comprise expenses relating to the


implementation of mandatory regulatory changes and other

the UK bank levy is reported as a separate category.

Operating expenses
2015
$m

2014
$m

2013
$m

By expense category
Employee compensation and benefits
Premises and equipment (excluding depreciation and impairment)
General and administrative expenses

19,900
3,830
13,832

20,366
4,204
14,361

19,196
4,183
12,882

Administrative expenses
Depreciation and impairment of property, plant and equipment
Amortisation and impairment of intangible assets

37,562
1,269
937

38,931
1,382
936

36,261
1,364
931

Year ended 31 December

39,768

41,249

38,556

HSBC HOLDINGS PLC

58

2014
$m

By expense group
Run-the-bank front office
Run-the-bank back office
Change-the-bank
Bank levy
Significant items
Currency translation

15,482
15,784
3,494
1,421
3,586

14,879
15,631
3,002
1,063
3,396
3,278

Year ended 31 December

39,768

41,249

Significant items and currency translation

Significant items
Disposal costs of our Brazilian operations
Charge in relation to settlement agreement with Federal Housing Finance Authority
Costs-to-achieve
Cost to establish UK ring-fenced bank
Regulatory provisions in GPB
Restructuring and other related costs
Settlements and provisions in connection with legal matters
UK customer redress programmes
Acquisitions, disposals and dilutions

2015
$m

2014
$m

110

908
89
172
117
1,649
541

550

65
278
1,187
1,275
40

3,586

3,395
3,278

3,586

6,673

Currency translation
Year ended 31 December

Change-the-bank costs totalled $3.5bn in 2015, an increase


of $0.5bn or 16% on 2014, primarily driven by regulatory
programmes and compliance costs. This reflected
investment in strategic IT infrastructure including systems
enhancements for customer due diligence, transaction
monitoring and sanctions screening as part of the Global
Standards programme. These actions were in line with our
strategic target to complete the implementation of Global
Standards in 2017. There was also further investment in
stress testing and other programmes to meet legal and
regulatory requirements.

On an adjusted basis, operating expenses of $36.2bn were


$1.6bn or 5% higher than in 2014, reflecting increases in
both run-the-bank and change-the-bank costs.
Run-the-bank costs totalled $31.3bn for 2015, an increase
of $0.8bn or 2% on 2014. This was primarily driven by
targeted investment in Latin America, Asia and Europe. We
recruited new staff to support growth in targeted areas as
follows:
in GB&M we invested in Payments and Cash
Management (PCM) mainly in Europe;
in CMB, we invested in PCM revenue-generating full
time equivalent staff (FTEs) in North America and Asia;
and
in RBWM, we invested in additional FTEs in Asia in our
branch network to support revenue growth.

The bank levy totalled $1.4bn, up by $0.4bn or 34% from


2014. Excluding the bank levy, operating expenses in the
second half of 2015 were broadly in line with the first half
of the year. Investment in regulatory programmes and
compliance and inflationary pressures were offset by cost
saving initiatives mainly driven by reduced staff costs. This
reflected a reduction in FTEs of 4,585 from 30 June 2015
to 31 December 2015. In addition we reduced travel and
entertainment costs through a strong focus on cost
management.

Our total expenditure on regulatory programmes and


compliance in 2015, including both run-the-bank and
change-the-bank elements, was $2.9bn, up by $0.7bn or
33% from 2014.
Run-the-bank costs associated with regulatory programmes
and compliance increased by $0.2bn reflecting the
continued implementation of our Global Standards
programme to enhance our financial crime risk controls
and capabilities, and to meet our external commitments.

Excluding investment in regulatory programmes and


compliance, and the bank levy, adjusted operating expenses
grew by 2% compared with 2014.

HSBC HOLDINGS PLC

59

Corporate Governance

Costs-to-achieve, which relate to specific programmes

Financial Statements

severance costs of $0.4bn across a number of areas


including CMB ($147m), RBWM ($49m), Risk ($44m)
and GB&M ($45m);
staff costs for the transformation programme in
progress of $0.1bn in the second half of 2015; and
other costs of $0.4bn, including software write-offs,
US portfolio run-off costs and consultancy costs.

Financial Review

aimed at achieving the cost reduction and productivity


outcomes outlined in the Investor Update, comprise:

Shareholder Information

Reported operating expenses for 2015 of $39.8bn were


$1.5bn or 4% lower than in 2014. The reduction in reported
expenses was driven by the favourable effects of currency
translation between the years. Significant items increased
by $0.2bn, with a reduction in fines, penalties, redress and
associated provisions of $0.7bn, more than offset by
transformation costs (costs-to-achieve) of $0.9bn.

Strategic Report

2015
$m

Report of the Directors: Financial summary (continued)


Group performance by income and expense item / Consolidated balance sheet

Staff numbers (full-time equivalents)


2015

2014

2013

Geographical regions
Europe
Asia
Middle East and North Africa
North America
Latin America

67,509
120,144
8,066
19,656
39,828

69,363
118,322
8,305
20,412
41,201

68,334
113,701
8,618
20,871
42,542

At 31 December

255,203

257,603

254,066

The number of employees, expressed in FTEs, at


31 December 2015 was 255,203, a decrease of 4,585 from
30 June 2015 reflecting the initial impact of cost saving
initiatives. Compared with 31 December 2014, FTEs
decreased by 2,400. This was driven by reductions in global
businesses and global functions, offset by an increase in
compliance of 2,419 FTEs.

The average number of FTEs adjusted for business disposals


increased by 1.2% compared with 2014 due to additional FTE
requirements for regulatory programmes and compliance,
and investment in growth areas.

Reported cost efficiency ratios16


2015
%

2014
%

2013
%

HSBC

66.5

67.3

59.6

Geographical regions
Europe
Asia
Middle East and North Africa
North America
Latin America

93.7
43.0
48.1
84.9
72.6

93.7
44.0
47.7
78.9
71.7

84.0
40.7
51.5
72.9
56.1

Global businesses
Retail Banking and Wealth Management
Commercial Banking
Global Banking and Markets
Global Private Banking

72.4
45.4
59.4
84.3

71.7
44.3
67.7
74.8

64.7
41.7
51.9
91.4

2015
$m

2014
$m

2013
$m

Associates
Bank of Communications Co., Limited
The Saudi British Bank
Other

2,011
462
45

1,974
455
64

1,878
403
5

Share of profit in associates


Share of profit in joint ventures

2,518
38

2,493
39

2,286
39

Year ended 31 December

2,556

2,532

2,325

For footnote, see page 99.

Share of profit in associates and joint ventures

Our reported share of profit in associates and joint


ventures was $2.6bn, an increase of $24m or 1%, driven by
higher contributions from Bank of Communications Co.,
Limited (BoCom) and The Saudi British Bank.

Our share of profit from BoCom rose as a result of balance


sheet growth, partly offset by higher operating expenses.
Profits from The Saudi British Bank also rose, by $7m,
reflecting strong balance sheet growth.

Tax expense
2015
$m

2014
$m

2013
$m

Profit before tax


Tax expense

18,867
(3,771)

18,680
(3,975)

22,565
(4,765)

Profit after tax for the year ended 31 December

15,096

14,705

17,800

Effective tax rate

20.0%

21.3%

21.1%

The effective tax rate for the year was 20.0% (2014: 21.3%)
and was in line with expectations.

We expect the effective rate of tax to increase due to


the introduction of the 8% surcharge on UK banking
profits in 2016.

HSBC HOLDINGS PLC

60

Consolidated balance sheet


2012
$m

2011
$m

98,934
224,837
23,852
288,476
90,401
924,454
146,255
428,955
43,900
139,592

129,957
304,193
29,037
345,008
112,149
974,660
161,713
415,467
7,647
154,308

166,599
303,192
38,430
282,265
120,046
992,089
179,690
425,925
4,050
159,032

141,532
408,811
33,582
357,450
117,085
962,972
70,112
421,101
19,269
160,624

129,902
330,451
30,856
346,379
139,078
899,010
83,328
400,044
39,558
156,973

Total assets at 31 December

2,409,656

2,634,139

2,671,318

2,692,538

2,555,579

LIABILITIES AND EQUITY


Liabilities
Deposits by banks
Customer accounts
Repurchase agreements non-trading
Trading liabilities
Financial liabilities designated at fair value
Derivatives
Debt securities in issue
Liabilities under insurance contracts
Liabilities of disposal groups held for sale
Other liabilities

54,371
1,289,586
80,400
141,614
66,408
281,071
88,949
69,938
36,840
102,961

77,426
1,350,642
107,432
190,572
76,153
340,669
95,947
73,861
6,934
114,525

86,507
1,361,297
164,220
207,025
89,084
274,284
104,080
74,181
2,804
117,377

95,480
1,311,396
40,567
304,563
87,720
358,886
119,461
68,195
5,018
118,123

95,205
1,223,140
48,402
265,192
85,724
345,380
131,013
61,259
22,200
111,971

Total liabilities at 31 December

2,212,138

2,434,161

2,480,859

2,509,409

2,389,486

188,460
9,058

190,447
9,531

181,871
8,588

175,242
7,887

158,725
7,368

ASSETS
Cash and balances at central banks
Trading assets
Financial assets designated at fair value
Derivatives
Loans and advances to banks
Loans and advances to customers17
Reverse repurchase agreements non-trading
Financial investments
Assets held for sale
Other assets

Equity
Total shareholders equity
Non-controlling interests
Total equity at 31 December
Total liabilities and equity at 31 December

197,518

199,978

190,459

183,129

166,093

2,409,656

2,634,139

2,671,318

2,692,538

2,555,579

2015
$m

2014
$m

2013
$m

2012
$m

2011
$m

9,842
189,833
2,368
42,844
1,102,995

9,609
190,730
2,773
47,208
1,219,765

9,415
194,009
2,777
48,114
1,092,653

9,238
180,806
2,778
48,260
1,123,943

8,934
170,334
2,779
49,438
1,209,514

71.7
7.31
8.73
19,685

72.2
7.01
9.28
19,218

72.9
6.55
9.27
18,830

73.4
6.16
9.09
18,476

73.5
5.64
8.48
17,868

0.675
0.919

0.642
0.823

0.605
0.726

0.619
0.758

0.646
0.773

Five-year selected financial information

Called up share capital


Capital resources18,19
Undated subordinated loan capital
Preferred securities and dated subordinated loan capital20
Risk-weighted assets18
Financial statistics
Loans and advances to customers as a percentage of customer accounts
Average total shareholders equity to average total assets
Net asset value per ordinary share at year-end21 ($)
Number of $0.50 ordinary shares in issue (millions)
Closing foreign exchange translation rates to $:
$1:
$1:

Financial Review

2013
$m

Corporate Governance

2014
$m

Financial Statements

2015
$m

Strategic Report

Five-year summary consolidated balance sheet

For footnotes, see page 99.

Shareholder Information

A more detailed consolidated balance sheet is contained in the Financial Statements on page 339.

HSBC HOLDINGS PLC

61

Report of the Directors: Financial summary (continued)


Consolidated balance sheet

Combined view of customer lending and customer deposits

Combined customer lending


Loans and advances to customers
Loans and advances to customers
reported in Assets held for sale
Brazil22
other
At 31 December
Combined customer deposits
Customer accounts
Customer accounts reported
in Liabilities of disposal groups
held for sale
Brazil22
other
At 31 December

Derivative assets decreased by $57bn or 16%, driven by


valuation movements in interest rate contracts, reflecting
shifts in major yield curves, notably in France and the UK.

2015
$m

2014
$m

924,454

974,660

19,021
17,001
2,020

577

577

943,475

975,237

reclassification of $17bn to Assets held for sale relating


to our operations in Brazil; and

1,289,586

1,350,642

a $13bn reduction in corporate overdraft balances in


Europe, with a corresponding fall in corporate customer
accounts.

16,682
15,094
1,588

145

145

1,306,268

1,350,787

Loans and advances to customers decreased by $50bn on a


reported basis, driven by Latin America and Europe. This
included the following items:
adverse currency translation movements of $52bn;

Excluding these factors, customer lending balances grew


by $32bn, largely from growth in Europe of $20bn, North
America of $5bn and Asia of $4bn.
In Europe, the growth was from increased term lending to
CMB customers, notably in the UK and Germany and higher
balances in GB&M. In North America, the growth in
balances was driven by increased term lending to
corporate and commercial customers in CMB and GB&M,
partly offset by a decline in RBWM from the continued
reduction in the US run-off portfolio and the transfer to
Assets held for sale of US first lien mortgage balances. In
Asia, balances rose largely from residential mortgage
lending in Hong Kong and mainland China. CMB lending
balances also rose, although GB&M lending fell. Both of
these businesses were affected by weakening demand for
trade lending, while GB&Ms reduction also reflected our
active management of overall client returns.

For footnote, see page 99.

Movement in 2015
Total reported assets of $2.4 trillion were 9% lower than at
31 December 2014 on a reported basis and 4% lower on a
constant currency basis. One of the main drivers for this
reduction was a fall in trading assets which reflects our
ongoing focus on the efficient use of the balance sheet
in the context of new prudential regulations.
Our ratio of customer advances to customer accounts was
71.7%. Both customer loans and customer accounts fell
on a reported basis with these movements including:
adverse currency translation movements of $52bn and
$65bn, respectively;

Liabilities

the transfer to Assets held for sale and Liabilities of


disposal groups held for sale of balances relating to the
planned disposal of our operations in Brazil of $17bn
and $15bn, respectively; and

Repurchase agreements decreased by $27bn or 25%,


driven by falls in Europe, notably in the UK, and in North
America. We continued to closely manage these balances,
as we reassessed the overall returns on these activities in
light of the evolving regulatory landscape and overall client
returns.

a $13bn reduction in corporate overdraft and current


account balances relating to a small number of clients in
our PCM business in the UK who settled their overdraft
and deposit balances on a net basis, with customers
increasing the frequency with which they settled their
positions.

Customer accounts decreased by $61bn and included the


following items:
adverse currency translation movements of $65bn;
reclassification of over $15bn to Liabilities of disposal
groups held for sale relating to our operations in Brazil;
and

Excluding these movements, customer lending grew by


$32bn (or 4%) driven by Europe, and customer accounts
grew by $32bn (or 3%), notably in Asia.

a $13bn reduction in corporate current account


balances, in line with the fall in corporate overdraft
positions.

Assets
Cash and balances at central banks fell by $31bn, primarily
in North America as we managed the balance of our liquid
asset portfolio to maximise investment returns.

Excluding these factors, customer accounts grew by $32bn,


notably in Asia in the first half of the year, reflecting
growth in RBWM from increased savings balances by new
and existing Premier customers, together with a rise in our
PCM business in CMB.

Trading assets decreased by $79bn, of which $16bn was


driven by adverse currency translation, as we continued
our reduction in trading inventory in the context of the
prudential regulation. This resulted in reductions in
holdings of debt securities by the Rates business, notably in
Europe and North America. In addition, lower settlement
balances also reflected our actions to improve efficiency of
balance sheet usage.

Balances in Europe were broadly unchanged. Growth in


our PCM business in CMB and a rise in RBWM balances
reflecting customers continued preference for holding
balances in current and savings accounts were broadly
offset by a fall in GB&M.

HSBC HOLDINGS PLC

62

Risk-weighted assets (RWAs) totalled $1,103bn at


31 December 2015, a decrease of $117bn during 2015.
After foreign currency translation differences, RWAs
reduced by $65bn in 2015, driven by targeted RWA
initiatives of $124bn, partly offset by business growth of
$35bn, and from growth in our associates of $14bn. The
RWA initiatives included:

The decrease in derivative liabilities was in line with that of


derivative assets as the underlying risk was broadly
matched.
Equity
Total shareholders equity fell by $2.0bn or 1%. The effects
of profits generated in the year and the issue of new
contingent convertible securities were more than offset by
the combined effect of dividends paid and an increase in
accumulated foreign exchange losses, which reflected the
marked appreciation in the US dollar against a number of
currencies, notably sterling and the euro. We recorded fair
value gains in our available-for-sale reserve relating to our
equity interest in Visa Europe of $432m. These were more
than offset by fair value gains transferred to the income
statement and fair value losses on debt securities during
the year. The gains on Visa Europe were assessed against
the expected consideration to be received from the
proposed sale to Visa Inc. This transaction is expected to
complete in 2016, at which point we will transfer the fair
value gains to the income statement.

the accelerated sell-down of our consumer mortgage


portfolio in the US and the GB&M legacy book, together
contributing $30bn to the reduction; and

Strategic Report

Risk-weighted assets

Trading liabilities fell by $49bn, mainly in North America


and Europe reflecting the reduction in trading assets and
our focus on optimising the funding of trading assets.

The business growth of $35bn was from higher term


lending to corporate customers in CMB and from higher
general lending to corporates in GB&M. There was an
increase of $14bn in our associates, BoCom and The Saudi
British Bank.

Financial Review

exposure reductions, process improvements and refined


calculations, which reduced RWAs by $93bn, 61% of
which were in GB&M.

Europe
UK
France23
Germany
Switzerland
other

497,876
404,084
35,635
13,873
10,448
33,836

545,959
439,313
40,750
15,757
11,058
39,081

Asia
Hong Kong
Australia
India
Indonesia
Mainland China
Malaysia
Singapore
Taiwan
other

598,620
421,538
17,703
11,795
5,366
46,177
14,114
41,307
11,812
28,808

577,491
389,094
19,312
11,678
5,788
46,588
16,292
43,731
14,901
30,107

36,468
6,602
18,281
11,585

39,720
7,663
19,771
12,286

North America
US
Canada
other

135,152
86,322
39,727
9,103

138,884
84,894
43,871
10,119

Latin America
Mexico
other

21,470
15,798
5,672

48,588
18,360
30,228

Middle East and North Africa (excluding Saudi Arabia)


Egypt
United Arab Emirates
other

included in other: Brazil22


At 31 December
For footnotes, see page 99.

HSBC HOLDINGS PLC

63

23,204

1,289,586

1,350,642

Financial Statements

2014
$m

Shareholder Information

2015
$m

Corporate Governance

Customer accounts by country

Report of the Directors: Financial summary / Global businesses


Reconciliation of RoRWA / Critical estimates and judgements / Summary

Reconciliation of RoRWA
measures

In addition to the return on average risk-weighted assets


(RoRWA) we measure our performance internally using
the non-GAAP measure of adjusted RoRWA, which is
adjusted profit before tax as a percentage of average riskweighted assets adjusted for the effects of foreign currency
translation differences and significant items. Excluded from
adjusted RoRWA are certain items which distort year-onyear performance as explained on page 48.

Performance Management
During 2015, we targeted a return on average ordinary
shareholders equity of 10%. For internal management purposes
we monitor global businesses and geographical regions by pretax return on average risk-weighted assets. This metric is
calibrated against return on equity (RoE) and capital
requirements to ensure that we are best placed to achieve
capital strength and business profitability combined with
regulatory capital efficiency objectives. We targeted a return on
average RWAs of 2.3% in 2015.

We also present the non-GAAP measure of adjusted


RoRWA excluding run-off portfolios.

Reconciliation of adjusted RoRWA (excluding run-off portfolios)


2015
Average
RWAs25
$bn

Pre-tax
return
$m

RoRWA24
%

Pre-tax
return
$m

2014
Average
RWAs25
$bn

RoRWA24
%

Reported

18,867

1,174

1.6

18,680

1,209

1.5

Adjusted
Run-off portfolios
Legacy credit in GB&M
US CML and other26

20,418
447
(5)
452

1,171
84
35
49

1.7
0.5

0.9

21,976
847
149
698

1,150
115
48
67

1.9
0.7
0.3
1.0

Adjusted (excluding run-off portfolios)

19,971

1,087

1.8

21,129

1,035

2.0

Reconciliation of reported and adjusted average risk-weighted assets


Year ended 31 December
2015
2014
$bn
$bn

Change
%

Average reported RWAs25


Currency translation adjustment27
Significant items

1,174

(3)

1,209
(50)
(9)

(2.9)

Average adjusted RWAs25

1,171

1,150

1.8

For footnotes, see page 99.

Critical accounting
estimates and judgements

Valuation of financial instruments: Note 13 on page 378;


Impairment of interests in associates: Note 19 on
page 402;

The results of HSBC reflect the choice of accounting


policies, assumptions and estimates that underlie the
preparation of HSBCs consolidated financial statements.
The significant accounting policies, including the policies
which include critical accounting estimates and judgements,
are described in Note 1 and in the individual Notes on the
Financial Statements. The accounting policies listed below
are highlighted as they involve a high degree of judgement
and estimation uncertainty and have a material impact on
the financial statements:

Goodwill impairment: Note 20 on page 406; and


Provisions: Note 29 on page 421.
In view of the inherent uncertainties and the high level of
subjectivity involved in the recognition or measurement
of the items above, it is possible that the outcomes in
the next financial year could differ from those on which
managements estimates are based, resulting in the
recognition and measurement of materially different
amounts from those estimated by management in the
2015 Financial Statements.

Impairment of loans and advances: Note 1(j) on


page 354;
Deferred tax assets: Note 8 on page 370;

HSBC HOLDINGS PLC

64

65

Reconciliation of 2015 and 2014 reported and adjusted


items for global businesses

66

Retail Banking and Wealth Management

68

Commercial Banking

70

Global Banking and Markets

71

Global Private Banking

72

Other

73

Analysis by global business

74

Basis of preparation
The results of global businesses are presented in accordance
with the accounting policies used in the preparation of HSBCs
consolidated financial statements. Our operations are closely
integrated and, accordingly, the presentation of global business
data includes internal allocations of certain items of income and
expense. These allocations include the costs of certain support
services and global functions to the extent that they can be
meaningfully attributed to operational business lines. While such
allocations have been made on a systematic and consistent basis,
they necessarily involve a degree of subjectivity. Those costs
which are not allocated to global businesses are included in
Other.
Where relevant, income and expense amounts presented include
the results of inter-segment funding along with inter-company
and inter-business line transactions. All such transactions are
undertaken on arms length terms.
The expense of the UK bank levy is included in the Europe
geographical region as HSBC regards the levy as a cost of being
headquartered in the UK. For the purposes of the presentation
by global business, the cost of the levy is included in Other.

Summary
HSBC reviews operating activity on a number of bases,
including by geographical region and by global business.
The tables and charts below present global businesses
followed by geographical regions (page 76). Performance
is analysed in this order because certain strategic themes,
business initiatives and trends affect more than one

Financial Review

Summary

Strategic Report

geographical region. All tables are on a reported basis


unless stated otherwise.

Global businesses

2014
$m

2013
$m

Retail Banking and Wealth Management28


Commercial Banking28
Global Banking and Markets
Global Private Banking
Other29

4,967
7,973
7,910
344
(2,327)

26.3
42.3
41.9
1.8
(12.3)

5,581
8,814
5,889
626
(2,230)

29.9
47.2
31.5
3.4
(12.0)

6,553
8,537
9,441
193
(2,159)

29.1
37.8
41.8
0.9
(9.6)

Year ended 31 December

18,867

100.0

18,680

100.0

22,565

2015
$m

2014
$m

Retail Banking and Wealth Management


Commercial Banking
Global Banking and Markets
Global Private Banking
Other
Intra-HSBC items

473,284
365,290
1,616,704
81,448
147,417
(274,487)

19.6
15.2
67.1
3.4
6.1
(11.4)

500,864
370,958
1,839,644
88,342
164,537
(330,206)

19.0
14.1
69.8
3.4
6.2
(12.5)

At 31 December

2,409,656

100.0

2,634,139

100.0

2015
$bn

2014
$bn

189.5
421.0
440.6
19.3
32.6

17.2
38.2
39.9
1.7
3.0

207.2
430.3
516.1
20.8
45.4

17.0
35.3
42.3
1.7
3.7

1,103.0

100.0

1,219.8

100.0

100.0

Total assets30

Risk-weighted assets

Retail Banking and Wealth Management


Commercial Banking
Global Banking and Markets
Global Private Banking
Other
At 31 December
For footnotes, see page 99.

HSBC HOLDINGS PLC

65

Financial Statements

Shareholder Information

2015
$m

Corporate Governance

Profit/(loss) before tax

Report of the Directors: Global businesses (continued)


Reconciliations

Reconciliation of reported and adjusted items


global businesses
2015 compared with 2014

Revenue1
Reported31
Significant items
disposal costs of Brazilian operations
DVA on derivative contracts
fair value movements on non-qualifying hedges32
gain on the partial sale of shareholding in Industrial Bank
loss on sale of several tranches of real estate secured accounts in
the US
own credit spread2
provisions/(releases) arising from the ongoing review of
compliance with the Consumer Credit Act in the UK

RBWM
$m

CMB
$m

23,516
326

90

14,870
17

(1)

2015
GB&M
$m
18,233
(199)

(230)
31

GPB
$m

Other
$m

Total
$m

2,172
(31)

(1)

7,604
(2,148)
18

208
(1,372)

59,800
(2,035)
18
(230)
327
(1,372)

(1,002)

214
(1,002)

214

22

18

(30)

23,842

14,887

18,034

LICs
Reported

(1,939)

(1,770)

(12)

(3,721)

Adjusted

(1,939)

(1,770)

(12)

(3,721)

(17,020)
1,537
66
198

32
700
541

(6,744)
202
16
163

18

(10,834)
1,035
14
69

22
949
(19)

(1,832)
206
1
16

171
18

(9,933)
606
13
462
89
1
40

(39,768)
3,586
110
908
89
172
117
1,649
541

(15,483)

(6,542)

(9,799)

(1,626)

(9,327)

(36,182)

Adjusted

31

Operating expenses
Reported31
Significant items
disposal costs of Brazilian operations
costs-to-achieve
costs to establish UK ring-fenced bank
regulatory provisions in GPB
restructuring and other related costs
settlements and provisions in connection with legal matters
UK customer redress programmes
Adjusted31
Share of profit in associates and joint ventures
Reported
Adjusted
Profit/(loss) before tax
Reported
Significant items
revenue
operating expenses
Adjusted

10

5,456

57,765

410

1,617

511

16

2,556

410

1,617

511

16

2,556

4,967
1,863
326
1,537

7,973
219
17
202

7,910
836
(199)
1,035

344
175
(31)
206

(2,327)
(1,542)
(2,148)
606

18,867
1,551
(2,035)
3,586

6,830

8,192

8,746

519

(3,869)

20,418

HSBC HOLDINGS PLC

66

2,141

Adjusted
Operating expenses
Reported31
Currency translation31
Significant items
charge in relation to the settlement agreement with the Federal
Housing Finance Authority
regulatory provisions in GPB
restructuring and other related costs
settlements and provisions in connection with legal matters
UK customer redress programmes
trading results from disposals and changes in ownership levels
Adjusted31
Share of profit in associates and joint ventures
Reported
Currency translation
Adjusted
Profit/(loss) before tax
Reported
Currency translation
Significant items
revenue
LICs
operating expenses
Adjusted

Other
$m

Total
$m

15,748
(1,242)
9

(1)

17,778
(1,296)
328
332
8

2,377
(138)
41

6,365
(158)
(501)

40

61,248
(4,775)
754
332
541

(168)

(428)
271
(417)

(168)
(428)
271
(417)

568

24

40

(16)

(14)

(12)

33

2,280

5,706

16,810

Strategic Report

GPB
$m

632
(9)

23,817

14,515

57,227

(1,936)
340
2
2

(1,558)
256
(2)
(2)

(365)
86

8
3

(2)

(3,851)
683

(1,594)

(1,304)

(279)

11

(2)

(3,168)

(18,030)
1,851
1,118

(6,981)
627
189

(12,028)
782
1,896

(1,778)
100
71

(8,601)
186
121

(41,249)
3,278
3,395

17

88

992
21

37

138
14

533

27
1,187
145
4

65
6

120

550
65
278
1,187
1,275
40

(15,061)

(6,165)

(9,350)

(1,607)

(8,294)

(34,576)

398
(5)

1,605
(28)

504
(7)

19

6
1

2,532
(39)

393

1,577

497

19

2,493

5,581
(23)
1,997
877
2
1,118

8,814
(387)
196
9
(2)
189

5,889
(435)
2,224
328

1,896

626
(35)
112
41

71

(2,230)
27
(380)
(501)

121

18,680
(853)
4,149
754

3,395

7,555

8,623

7,678

703

(2,583)

21,976

Financial Review

LICs
Reported
Currency translation
Significant items
trading results from disposals and changes in ownership levels

25,149
(2,209)
877

493

2014
GB&M
$m

Corporate Governance

Adjusted

31

CMB
$m

Financial Statements

Revenue1
Reported31
Currency translation31
Significant items
DVA on derivative contracts
fair value movements on non-qualifying hedges32
gain on sale of several tranches of real estate
secured accounts in the US
gain on sale of shareholding in Bank of Shanghai
impairment of our investment in Industrial Bank
own credit spread2
provisions arising from the ongoing review of compliance with
the Consumer Credit Act in the UK
(gain)/loss and trading results from disposals and changes in
ownership levels

RBWM
$m

Shareholder Information

For footnotes, see page 99.

HSBC HOLDINGS PLC

67

Report of the Directors: Global businesses (continued)


RBWM

Retail Banking and Wealth Management


RBWM provides banking and wealth
management services for our personal
customers to help them secure their future
prosperity and realise their ambitions.

Total
RBWM28
$m

US run-off
portfolio
$m

Principal
RBWM
$m

Principal RBWM consists of


Banking
Insurance
Asset
operations manufacturing
management
$m
$m
$m

2015
Net interest income
Net fee income/(expense)
Other income/(expense)33

15,926
6,218
1,372

1,033
(4)
(203)

14,893
6,222
1,575

13,127
5,726
876

1,757
(560)
680

9
1,056
19

Net operating income1

23,516

826

22,690

19,729

1,877

1,084

LICs34

(1,939)

(62)

(1,877)

(1,877)

Net operating income


Total operating expenses

21,577
(17,020)

764
(1,384)

20,813
(15,636)

17,852
(14,459)

1,877
(432)

1,084
(745)

Operating profit/(loss)
Income from associates35

4,557
410

(620)

5,177
410

3,393
357

1,445
24

339
29

Profit/(loss) before tax

4,967

(620)

5,587

3,750

1,469

368

RoRWA24

2.5%

(1.3%)

3.7%

Net interest income


Net fee income/(expense)
Other income/(expense)33

17,130
6,836
1,183

1,390
(4)
(49)

15,740
6,840
1,232

13,983
6,264
602

1,746
(534)
608

11
1,110
22

Net operating income1

25,149

1,337

23,812

20,849

1,820

1,143

LICs34

(1,936)

(30)

(1,906)

(1,906)

Net operating income


Total operating expenses

23,213
(18,030)

1,307
(738)

21,906
(17,292)

18,943
(16,060)

1,820
(453)

1,143
(779)

Operating profit
Income from associates35

5,183
398

569

4,614
398

2,883
323

1,367
40

364
35

Profit before tax

5,581

569

5,012

3,206

1,407

399

RoRWA24

2.5%

0.8%

3.2%

2014

2013
Net interest income
Net fee income/(expense)
Other income/(expense)33

18,808
7,211
1,434

2,061
11
(400)

16,747
7,200
1,834

15,003
6,786
1,014

1,725
(625)
779

19
1,039
41

Net operating income1

27,453

1,672

25,781

22,803

1,879

1,099

LICs34

(3,510)

(705)

(2,805)

(2,806)

23,943
(17,774)

967
(1,166)

22,976
(16,608)

19,997
(15,307)

1,879
(554)

1,100
(747)

(199)
(1)

6,368
385

4,690
299

1,325
62

353
24

4,989

1,387

377

Net operating income


Total operating expenses
Operating profit/(loss)
Income/(expense) from associates35

6,169
384

Profit/(loss) before tax

6,553

(200)

6,753

RoRWA24

2.6%

(0.2%)

4.2%

For footnotes, see page 99.

RBWM comprises the Principal RBWM business and the US run-off portfolio. We believe that highlighting Principal RBWM (and its constituent
business streams, Banking Operations, Insurance Manufacturing and Asset Management) allows management to identify more readily the
causes of material changes from year-to-year in the ongoing business and assess the factors and trends that are expected to have a material
effect on the business in future years.
Insurance manufacturing for RBWM excluded other global businesses which contributed net operating income of $286m (2014: $358m, 2013:
$397m) and profit before tax of $201m (2014: $263m, 2013: $266m) to overall insurance manufacturing. In 2015 insurance manufacturing net
operating income for RBWM included $1,686m within Wealth Management (2014: $1,529m) and $191m within other products (2014: $350m).

HSBC HOLDINGS PLC

68

Principal RBWM performance

Profit before tax ($m)

5,602
6,282
3,512
1,686
1,084

5,530
5,825
3,271
1,529
1,025

Personal lending
mortgages
credit cards
other personal lending37

9,962
2,873
3,868
3,221

10,218
2,956
3,961
3,301

Other38
Year ended 31 December

1,830

6,349

6,819

5,587

841

759

22,687

22,332

5,012
(23)

2015

2014

Revenue ($m)

For footnotes, see page 99.

22,690

22,687

23,813

(3)

729

22,332

(2,210)

2015

2014

Operating expenses ($m)


17,292
15,636

14,871

14,342

(1,852)

(765)

(1,098)

2015
Reported

Financial Review

Net operating income1


Current accounts, savings and deposits
Wealth management products
investment distribution36
life insurance manufacturing
asset management

762

Corporate Governance

2014
$m

2014
Significant items

Adjusted

Shareholder Information

For details of significant items, see page 66.

Currency translation

Financial Statements

2015
$m

Strategic Report

Principal RBWM: management view of adjusted revenue

HSBC HOLDINGS PLC

69

Report of the Directors: Global businesses (continued)


CMB / GB&M

Commercial Banking

Profit before tax ($m)

CMB serves more than two million


customers in 55 countries and
territories. Our customers range from
small enterprises focused primarily
on their domestic markets through to
corporates operating globally.

Net interest income


Net fee income
Other income33
Net operating income1

8,814
7,973

2015
$m

2014
$m

2013
$m

9,859
4,190
821

10,158
4,570
1,020

9,731
4,527
1,394

14,870

15,748

15,652

LICs34

(1,770)

(1,558)

(2,101)

Net operating income

13,100

14,190

13,551

Total operating expenses

(6,744)

(6,981)

(6,523)

Operating profit

6,356

7,209

7,028

Income from associates35

1,617

1,605

1,509

Profit before tax

7,973

8,814

8,537

RoRWA24

1.9%

2.1%

2.2%

219

196

8,192

8,623

(387)

2015

2014

Revenue ($m)
15,748
14,870

17

14,887

14,515

(1,242)

For footnotes, see page 99.

Management view of adjusted revenue

Net operating income1


Global Trade and Receivables Finance
Credit and Lending
Payments and Cash Management, current
accounts and savings deposits
Markets products, Insurance and
Investments and Other39
Year ended 31 December

2015

2015
$m

2014
$m

2,403
6,002

2,447
5,609

4,568

4,423

1,914

2,036

14,887

14,515

2014

Operating expenses ($m)


6,981

6,744

6,542

6,165

(202)

(627)

(189)

For footnotes, see page 99.

2015
Reported

2014
Significant items

Adjusted

For details of significant items, see page 66.

HSBC HOLDINGS PLC

70

Currency translation

Global Banking and Markets

Total
GB&M
$m

Legacy
$m

Total operating income


Markets41
Legacy credit
Credit
Rates
Foreign Exchange
Equities

GB&M
clientfacing
and BSM
$m

Capital Financing
Payments and Cash Management
Securities Services
Global Trade and Receivables Finance
Balance Sheet Management
Principal Investments
Other42

2015
Net interest income
Net fee income/(expense)
Net trading income40
Other income/(expense)33
Net operating income1
LICs34
Net operating income
Total operating expenses
Operating profit/(loss)

6,931
3,375
7,169
758

127
(11)
9
(64)

6,804
3,386
7,160
822

18,233

61

18,172

37

18,233

98

18,135

(10,834)

(103)

(10,731)

7,399

Income from associates35

(5)

Year ended 31 December

(37)

7,910

RoRWA24

1.6%

2014
$m

6,882
61
659
1,638
2,918
1,606
1 606
3,789

5,775
(16)
532
1,419
2,722
1,118
1
118
3,777

1,801
1,698
718
2,943
243
(40)

1,680
1,589
701
2,845
498
(55)

18,034

Profit before tax ($m)

7,404
836

8,746

7,910

16,810

For footnotes, see page 99.

511

Profit/(loss) before tax

2015
$m
1

2,224

Financial Review

GB&M supports major government,


corporate and institutional clients worldwide
in achieving their long-term strategic goals
through tailored and innovative solutions.

Strategic Report

Management view of adjusted revenue

7,678

1.8%
5,889

2014
7,194
3,567
5,916
1,103

17,778

(2)

17,780

(365)

349

17,413

347

17,066

Total operating expenses

(12,028)

(708)

(11,320)

5,385

(361)

5,746

Income from associates35


Profit/(loss) before tax

2015

(714)

Net operating income


Operating profit/(loss)

(435)

2014

Revenue ($m)
18,233

18,034

17,778
328

(199)

504

(1,296)

5,889

24

RoRWA

16,810

1.2%

(0.8%)

1.3%

6,766
3,482
6,780
2,148

38
(7)
198
(80)

6,728
3,489
6,582
2,228

19,176

149

19,027

2013
Net interest income
Net fee income/(expense)
Net trading income40
Other income/(expense)33
Net operating income

LICs34

(207)

206

18,969

355

18,614

Total operating expenses

(9,960)

(170)

(9,790)

Operating profit

9,009

185

8,824

Income from associates

2015

2014

Operating expenses ($m)

(413)

Net operating income

35

12,028
10,834

9,441

RoRWA24

2.3%

(782)

9,799

432

Profit before tax

Corporate Governance

LICs34

(172)
(7)
(55)
232

Financial Statements

Net operating income/


(expense)1

7,022
3,560
5,861
1,335

9,350

(1,035)

0.6%

(1,896)

2.5%

For footnotes, see page 99.

The GB&M client-facing and Balance Sheet Management (BSM)


businesses measure excludes the effects of the legacy credit portfolio
and income from associates. This allows GB&M management to
identify more readily the cause of material changes from year to year
in the ongoing businesses and assess the factors and trends that are
expected to have a material effect on the businesses in future years.

2015
Reported

2014
Significant items

Adjusted

For details of significant items, see page 66.

HSBC HOLDINGS PLC

71

Currency translation

Shareholder Information

Net interest income/(expense)


Net fee income/(expense)
Net trading income/(expense)40
Other income33

Report of the Directors: Global businesses (continued)


GPB / Other

Global Private Banking

Profit before tax ($m)

GPB serves high net worth individuals and


families with complex and international
needs within the Groups priority markets.

112

703

626
175

519

(35)

344

2015
$m

2014
$m

2013
$m

870
959
343

994
1,056
327

1,146
1,150
143

2,172

2,377

2,439

(31)

Net interest income


Net fee income
Other income33
Net operating income1
LICs34
Net operating income
Total operating expenses

(12)
2,160

2,385

2,408

(1,832)

(1,778)

(2,229)

Operating profit

328

607

179

16

19

14

344

626

193

1.7%

2.9%

0.9%

2015
$bn

2014
$bn

Income from associates35


Profit before tax
RoRWA24

2015

2014

Revenue ($m)
2,377

41

2,141

2,172

2,280

(138)

(31)

Reported client assets43

At 1 January
Net new money
Of which: areas targeted for growth

365
1
14

382
(3)
14

Value change
Disposals
Exchange and other

(18)

8
(11)
(11)

At 31 December

349

365

2015

2014

Operating expenses ($m)


1,832

1,778
1,626

1,607
(100)

(206)

(71)

Reported client assets by geography


2015
$bn

2014
$bn

Europe
Asia
North America
Latin America

168
112
61
8

179
112
63
11

At 31 December

349

365

2015
Reported

For footnotes, see page 99.

2014
Significant items

Adjusted

For details of significant items, see page 66.

HSBC HOLDINGS PLC

72

Currency translation

29

Loss before tax ($m)

Other contains the results of HSBCs holding


company and financing operations, central
support and functional costs with associated
recoveries, unallocated investment activities,
centrally held investment companies, certain
property transactions and movements in fair
value of own debt.

27
(2,230)

(2,327)

(380)

(2,583)

Strategic Report

Other

(1,542) (3,869)

(710)
(37)
(192)

(501)
(65)
(92)

(737)
64
6

Changes in fair value of longterm debt issued and


related derivatives
Changes in other financial
instruments designated
at fair value
Net income/(expense) from
financial instruments
designated at fair value
Other income

924
7,619

499
6,524

(1,804)
8,122

Net operating income1

7,604

6,365

5,651

LICs34
Net operating income

863

508

Revenue ($m)

6,365

(1,228)

5,706

5,456

61

(9)

7,604

6,365

5,651

(8,601)

(7,796)

Operating loss

(2,329)

(2,236)

(2,145)

2
(2,327)

6
(2,230)

(158)

(2,148)

(576)

(9,933)

Loss before tax

2014

7,604

Total operating expenses


Income/(expense) from
associates35

2015

2015

(501)

2014

Operating expenses ($m)


9,933

(14)

9,327

8,601

8,294

(606)
(186)

(2,159)

(121)

For footnotes, see page 99.

2015
Reported

Financial Review

2013
$m

Corporate Governance

2014
$m

2014
Significant items

Adjusted

Shareholder Information

For details of significant items, see page 66.

Currency translation

Financial Statements

Net interest expense


Net fee income/(expense)
Net trading income/(expense)

2015
$m

HSBC HOLDINGS PLC

73

Report of the Directors: Group businesses (continued)


Analysis by global business

Analysis by global business


HSBC profit/(loss) before tax and balance sheet data
2015

Retail
Banking
and Wealth
Management
$m

Commercial
Banking
$m

Global
Banking and
Markets
$m

Global
Private
Banking
$m

15,926

9,859

6,931

870

(710)

6,218

4,190

3,375

959

(37)

14,705

540

571

5,714

327

(204)

6,948

Other29
$m

Intersegment
elimination44
$m

Total
$m

Profit/(loss) before tax


Net interest income/(expense)
Net fee income/(expense)
Trading income/(expense) excluding
net interest income
Net interest income/(expense) on
trading activities

32,531

(19)

(16)

1,455

12

345

1,775

521

555

7,169

325

(192)

345

8,723

863

863

556

110

(58)

61

669

556

110

(58)

924

1,532

68
23
9,204
972

37
16
1,106
252

598
40
5
177

23
11
42
3

1,342
33
(2)
6,246

(6,595)

Total operating income

33,488

16,125

18,237

2,233

7,604

(6,595)

Net insurance claims45

(9,972)

(1,255)

Net operating income1

23,516

14,870

Net trading income/(expense)40


Changes in fair value of long-term debt
issued and related derivatives
Net income/(expense) from other
financial instruments designated
at fair value
Net income/(expense) from financial
instruments designated at fair value
Gains less losses from financial
investments
Dividend income
Net insurance premium income
Other operating income

(4)
18,233

(2)

(345)

(61)
2,172

7,604

(6,595)

2,068
123
10,355
1,055
71,092
(11,292)
59,800

Loan impairment charges and other


credit risk provisions

(1,939)

(1,770)

Net operating income

21,577

13,100

18,233

2,160

7,604

(6,595)

56,079

Employee expenses46
Other operating expenses

(4,966)
(12,054)

(2,443)
(4,301)

(3,735)
(7,099)

(654)
(1,178)

(8,102)
(1,831)

6,595

(19,900)
(19,868)

Total operating expenses

(17,020)

(6,744)

(10,834)

(1,832)

(9,933)

6,595

(39,768)

4,557

6,356

7,399

(2,329)

410

1,617

511

16

4,967

7,973

7,910

344

Operating profit/(loss)
Share of profit in associates
and joint ventures
Profit/(loss) before tax

Share of HSBCs profit before tax


Cost efficiency ratio

(12)

328

26.3
72.4

42.3
45.4

41.9
59.4

1.8
84.3

2
(2,327)

(3,721)

16,311

2,556

18,867

(12.3)
130.6

100.0
66.5

Balance sheet data22,30


$m

$m

$m

$m

$m

$m

Loans and advances to customers (net)


reported in held for sale

340,009
5,258

302,240
8,010

236,932
3,689

42,942
85

2,331
1,979

924,454
19,021

Total assets
Customer accounts
reported in held for sale

473,284
584,872
7,758

365,290
361,701
3,363

1,616,704
261,728
2,551

81,448
80,404
3,010

147,417
881

HSBC HOLDINGS PLC

74

(274,487)

2,409,656
1,289,586
16,682

Total
$m

Profit/(loss) before tax


Net interest income/(expense)
Net fee income/(expense)
Trading income/(expense) excluding
net interest income
Net interest income/(expense) on
trading activities

17,130

10,158

7,022

994

(501)

(98)

34,705

6,836

4,570

3,560

1,056

(65)

15,957

618

4,063

298

(100)

4,853

(26)

98

1,907

(17)

616

5,861

294

(92)

98

6,760

508

508

1,684

279

12

(1)

1,965

1,684

279

12

(1)

499

2,473

14
24
10,609
726

31
18
1,257
241

1,117
80
5
124

9
5
50
33

164
184

6,176

(6,169)

Total operating income

37,006

17,170

17,781

2,440

6,365

(6,169)

Net insurance claims45

(11,857)

(1,422)

Net operating income1

25,149

15,748

Net trading income/(expense)40


Changes in fair value of long-term debt
issued and related derivatives
Net income/(expense) from other
financial instruments designated
at fair value
Net income/(expense) from financial
instruments designated at fair value
Gains less losses from financial
investments
Dividend income
Net insurance premium income
Other operating income

(2)

1,798

(3)
17,778

(4)

(63)
2,377

(9)

6,365

(6,169)

1,335
311
11,921
1,131
74,593
(13,345)
61,248

Loan impairment (charges)/recoveries


and other credit risk provisions

(1,936)

(1,558)

Net operating income

23,213

14,190

17,413

2,385

6,365

(6,169)

57,397

Employee expenses46
Other operating expenses

(5,126)
(12,904)

(2,351)
(4,630)

(3,655)
(8,373)

(732)
(1,046)

(8,502)
(99)

6,169

(20,366)
(20,883)

Total operating expenses

(18,030)

(6,981)

(12,028)

(1,778)

(8,601)

6,169

(41,249)

5,183

7,209

5,385

(2,236)

398

1,605

504

19

5,581

8,814

5,889

626

Operating profit/(loss)
Share of profit in associates
and joint ventures
Profit/(loss) before tax

Share of HSBCs profit before tax


Cost efficiency ratio

(365)

607

29.9
71.7

47.2
44.3

31.5
67.7

3.4
74.8

6
(2,230)

(3,851)

16,148

2,532

18,680

Financial Review

Other29
$m

Intersegment
elimination44
$m

Corporate Governance

Global
Private
Banking
$m

(12.0)
135.1

100.0
67.3

Balance sheet data30


$m

$m

$m

$m

$m

$m

Loans and advances to customers (net)


reported in held for sale

360,704
198

313,039

254,463
288

44,102
91

2,352

974,660
577

Total assets
Customer accounts
reported in held for sale

500,864
583,757

370,958
361,318

1,839,644
319,121

88,342
85,465
145

164,537
981

(330,206)

2,634,139
1,350,642
145

Financial Statements

Global
Banking and
Markets
$m

Strategic Report

2014

Retail
Banking
and Wealth Commercial
Management28
Banking28
$m
$m

Shareholder Information

For footnotes, see page 99.

HSBC HOLDINGS PLC

75

Report of the Directors: Geographical regions


Summary / Reconciliations

Summary

Geographical regions

Additional information on results in 2015 may be found in


the Financial Summary on pages 48 to 64.

Summary

76

Reconciliation of 2015 and 2014 reported and adjusted


items for geographical regions

77

Europe

79

Asia

82

In the analysis of profit and loss by geographical regions that


follows, operating income and operating expenses include
intra-HSBC items of $3,375m (2014: $2,972m; 2013:
$2,628m).

Middle East and North Africa

86

All tables are on a reported basis unless otherwise stated.

North America

89

Latin America

92

Basis of preparation
The results of the geographical regions are presented in
accordance with the accounting policies used in the preparation
of HSBC's consolidated financial statements. Our operations are
closely integrated, and accordingly, the presentation of the
geographical data includes internal allocation of certain items of
income and expense. These allocations include the costs of
certain support services and global functions to the extent that
they can be meaningfully attributed to geographical regions.
While such allocations have been done on a systematic and
consistent basis, they necessarily involve a degree of subjectivity.
Where relevant, income and expense amounts presented include
the results of inter-segment funding along with inter-company
transactions. All such transactions are undertaken on an arms
length basis.
The expense of the UK bank levy is included in the Europe
geographical region as HSBC regards the levy as a cost of being
headquartered in the UK.

Profit/(loss) before tax


2015
$m

2014
$m

2013
$m

Europe
Asia
Middle East and North Africa
North America
Latin America

643
15,763
1,537
614
310

3.4
83.5
8.1
3.3
1.7

596
14,625
1,826
1,417
216

3.2
78.3
9.8
7.6
1.1

1,825
15,853
1,694
1,221
1,972

8.1
70.3
7.5
5.4
8.7

Year ended 31 December

18,867

100.0

18,680

100.0

22,565

100.0

2015
$m

2014
$m

Europe
Asia
Middle East and North Africa
North America
Latin America
Intra-HSBC items

1,129,365
889,747
59,236
393,960
86,262
(148,914)

46.9
36.9
2.5
16.3
3.6
(6.2)

1,290,926
878,723
62,417
436,859
115,354
(150,140)

49.0
33.4
2.4
16.6
4.4
(5.8)

At 31 December

2,409,656

100.0

2,634,139

2015
$bn

2014
$bn

1,103.0

100.0

1,219.8

100.0

337.4
459.7
60.4
191.6
73.4

30.6
41.7
5.5
17.4
6.7

375.4
499.8
63.0
221.4
88.8

30.1
40.0
5.0
17.8
7.1

Total assets30

100.0

Risk-weighted assets47

At 31 December
Europe
Asia
Middle East and North Africa
North America
Latin America
For footnotes, see page 99.

HSBC HOLDINGS PLC

76

Adjusted31
Loan impairment charges and other credit
risk provisions (LICs)
Reported
Adjusted
Operating expenses
Reported31
Significant items
disposal costs of Brazilian operations
costs-to-achieve
costs to establish UK ring-fenced bank
regulatory provisions in GPB
restructuring and other related costs
settlements and provisions in
connection with legal matters
UK customer redress programmes
Adjusted31
Share of profit in associates and joint ventures
Reported
Adjusted
Profit/(loss) before tax
Reported
Significant items
revenue
operating expenses
Adjusted

MENA
$m

21,058
(656)

25,303
(1,431)

2,565
(10)

(95)

(58)

(1)

200

(1,372)

7,657
98

Latin
America
$m

Total
$m

UK
$m

Hong
Kong
$m

6,592
(36)
18

59,800
(2,035)
18

15,493
(595)

15,616
(1,383)

(21)

(55)

(230)

(78)

(13)

124

327

204

(1,372)

214
(1,002)

(771)

(3)

(9)

214
(219)

10

20,402

23,872

2,555

7,755

(1,372)

(731)

(4)

10

10

6,556

57,765

14,898

14,233

(690)

(693)

(299)

(544)

(1,495)

(3,721)

(248)

(155)

(690)

(693)

(299)

(544)

(1,495)

(3,721)

(248)

(155)

(19,733)
2,405

600
89
172
68

(10,889)
130

122

(1,234)
15

14

(6,501)
851

103

34

(4,786)
185
110
69

(39,768)
3,586
110
908
89
172
117

(15,555)
2,151

536
89

50

(5,686)
49

43

935
541

714

1,649
541

935
541

(17,328)

(10,759)

(1,219)

(5,650)

(4,601)

(36,182)

(13,404)

(5,637)

2,042

505

(1)

2,556

10

31

2,042

505

(1)

2,556

10

31

643
1,749
(656)
2,405

15,763
(1,301)
(1,431)
130

1,537
5
(10)
15

614
949
98
851

310
149
(36)
185

18,867
1,551
(2,035)
3,586

(300)
1,556
(595)
2,151

9,806
(1,334)
(1,383)
49

2,392

14,462

1,542

459

20,418

1,256

8,472

1,563

Shareholder Information

Revenue1
Reported31
Significant items
disposal costs of Brazilian operations
debit valuation adjustment (DVA) on
derivative contracts
fair value movements on non-qualifying
hedges32
gain on the partial sale of shareholding
in Industrial Bank
loss on sale of several tranches of real
estate secured accounts in the US
own credit spread2
provisions arising from the ongoing
review of compliance with
the Consumer Credit Act in the UK

Asia
$m

Strategic Report

Europe
$m

Financial Review

2015
North
America
$m

Corporate Governance

2015 compared with 2014

Financial Statements

Reconciliation of reported and adjusted items


geographical regions

HSBC HOLDINGS PLC

77

Report of the Directors: Geographical regions (continued)


Reconciliations / Europe

Reconciliation of reported and adjusted items (continued)

Europe
$m
Revenue1
Reported31
Currency translation31
Significant items
DVA on derivative contracts
fair value movements on non-qualifying
hedges32
gain on sale of several tranches of real
estate secured accounts in the US
gain on sale of shareholding in Bank of
Shanghai
impairment of our investment in
Industrial Bank
own credit spread4
provisions arising from the ongoing
review of compliance with the
Consumer Credit Act in the UK
(gain)/loss and trading results from
disposals and changes in ownership
levels
Adjusted31
LICs
Reported
Currency translation
Significant items
trading results from disposals and
changes in ownership levels
Adjusted
Operating expenses
Reported31
Currency translation31
Significant items
charge in relation to the settlement
agreement with the Federal Housing
Finance Authority
regulatory provisions in GPB
restructuring and other related costs
settlements and provisions in
connection with legal matters
UK customer redress programmes
trading results from disposals and
changes in ownership levels
Adjusted

31

Share of profit in associates and joint ventures


Reported
Currency translation
Adjusted
Profit/(loss) before tax
Reported
Currency translation
Significant items
revenue
LICs
operating expenses
Adjusted

Asia
$m

MENA
$m

2014
North
Latin
America
America
$m
$m

Total
$m

UK
$m

Hong
Kong
$m

21,571
(2,013)
708
234

23,677
(680)
(48)
69

2,548
(50)
(3)
5

8,152
(252)
116
16

8,272
(1,871)
(19)
8

61,248
(4,775)
754
332

15,727
(1,058)
353
203

13,844
4
(119)
26

235

302

541

(8)

11

(168)

(168)

(393)

632

(428)

(428)

271
4

(34)

271
(417)

(474)

632

632

32

20,266

22,949

(14)
2,495

8,016

(27)

(9)

(428)
271
1

6,382

57,227

15,022

13,729

(764)
104

(647)
26

(2)

(322)
13

(2,124)
540
2

(3,851)
683

(214)
4

(320)

(2)

(660)

(621)

(309)

(1,582)

(3,168)

(210)

(320)

(20,217)
1,499

(10,427)
352

(6,429)
129

(5,932)
1,373

(41,249)
3,278

(15,576)
809

(5,424)
(1)

(1,216)
16

2,601

58

33

578

125

3,395

2,553

56

16
123

49
9

550

28

116

550
65
278

91

49
7

1,187
1,275

1,187
1,275

1,187
1,275

31

40

(16,117)

(10,017)

(1,167)

(5,722)

(4,434)

(34,576)

(12,214)

(5,369)

6
1

2,022
(38)

488

16
(2)

2,532
(39)

7
(1)

42
(1)

1,984

488

14

2,493

41

596
(409)
3,309
708

2,601

14,625
(340)
10
(48)

58

1,826
(34)
28
(3)
(2)
33

1,417
(112)
694
116

578

216
42
108
(19)
2
125

18,680
(853)
4,149
754

3,395

(56)
(246)
2,906
353

2,553

8,142
2
(63)
(119)

56

3,496

14,295

1,820

1,999

366

21,976

2,604

8,081

For footnotes, see page 99.

HSBC HOLDINGS PLC

78

Europe

Profit before tax ($m)

Our principal banking operations in Europe


are HSBC Bank plc in the UK, HSBC France,
HSBC Private Bank (Suisse) SA and HSBC
Trinkaus & Burkhardt AG. Through these
operations we provide a wide range of
banking, treasury and financial services
to personal, commercial and corporate
customers across Europe.

1,749

10,005
4,891
4,060
2,102

10,611
6,042
2,534
2,384

10,693
6,032
4,423
(181)

Net operating income1

21,058

21,571

20,967

Net operating income


Total operating expenses
Operating profit

(690)
20,368

20,807

19,437

(20,217)

(17,613)

635

590

643

596

1,825

Cost efficiency ratio


RoRWA24

93.7%
0.2%

93.7%
0.2%

84.0%
0.6%

Year-end staff numbers

67,509

69,363

68,334

Profit before tax

2014

Revenue ($m)
21,571

21,058

20,402

708

(656)

20,266

(2,013)

(1,530)

(19,733)

Income from associates35

2015

2013
$m

(764)

(409)

1,824
2015

2014

Operating expenses ($m)


20,217

19,733

For footnotes, see page 99.

17,328

2014
$m

UK
France
Germany
Switzerland
Other

14,898
2,619
827
631
1,427

15,022
2,487
788
698
1,271

Year ended 31 December

20,402

20,266

(2,601)

2015

2014
Significant items

Reported

16,117

(1,499)

(2,405)

Country view of adjusted revenue


2015
$m

Financial Review

Net interest income


Net fee income
Net trading income
Other income/(expense)

596

Adjusted

Corporate Governance

2014
$m

LICs34

2,392

643

2015
$m

3,496

Strategic Report

3,309

Currency translation

For details of significant items, see page 77.

Commercial
Banking
$m
2,040
152
66
8
53
2,319

UK
France23
Germany
Switzerland
Other
Year ended 31 December 2014

589
(181)
28

(122)
314

2,193
240
71
5
39
2,548

UK
France23
Germany
Switzerland
Other
Year ended 31 December 2013

1,471
285
30

(33)
1,753

1,684
255
70
2
77
2,088

Global
Banking and
Markets
$m
384
112
157

395
1,048

HSBC HOLDINGS PLC

79

(801)
354
162
2
332
49
1,246
351
183
2
19
1,801

Global
Private
Banking
$m
169
14
20
(220)
31
14

Other
$m
(3,857)
(27)
(27)
(4)
(17)
(3,932)

Total
$m
(300)
639
239
(216)
281
643

191

27
38
59
315

(2,228)
(199)
(10)
(3)
(190)
(2,630)

(56)
214
278
42
118
596

252
21
44
(291)
(191)
(165)

(3,493)
(162)
(25)

28
(3,652)

1,160
750
302
(287)
(100)
1,825

Shareholder Information

UK
France23
Germany
Switzerland
Other
Year ended 31 December 2015

Retail Banking
and Wealth
Management
$m
964
388
23

(181)
1,194

Financial Statements

Profit/(loss) before tax by country within global businesses

Report of the Directors: Geographical regions (continued)


Europe

Profit/(loss) before tax and balance sheet data Europe


2015
Retail
Banking
and Wealth
Management
$m

Commercial
Banking
$m

Global
Banking and
Markets
$m

Global
Private
Banking
$m

Net interest income/(expense)

5,128

3,433

1,848

471

(689)

Net fee income/(expense)

1,880

1,683

849

509

(30)

4,891

103

35

3,270

186

(203)

3,391

Other
$m

Intersegment
elimination44
$m

Total
$m

Profit/(loss) before tax

Trading income/(expense) excluding


net interest income
Net interest income/(expense)
on trading activities

186

669

29

3,763

183

(201)

186

4,060

671

671

446

(70)

47

429

446

(70)

718

1,100

12

2,295
360

8
1
135
7

231
12

61

23
7
42
7

1,229

(312)

274
22
2,472
1,352

Total operating income

10,221

5,302

6,694

1,242

1,029

(312)

24,176

Net insurance claims45

(2,918)

Net operating income1

7,303

Changes in fair value of long-term debt


issued and related derivatives
Net income/(expense) from other
financial instruments designated at
fair value
Net income/(expense) from financial
instruments designated at fair value
Gains less losses from financial
investments
Dividend income
Net insurance premium income
Other operating income

Loan impairment (charges)/recoveries


and other credit risk provisions
Net operating income
Total operating expenses
Operating profit/(loss)
Share of profit/(loss) in associates
and joint ventures
Profit/(loss) before tax

Share of HSBCs profit before tax


Cost efficiency ratio

(260)

(6)

493

(139)

5,163

6,694

(475)

62

(3)

10,005

100

Net trading income/(expense)40

(3)

(186)

(61)
1,181
(18)

1,029
1

(312)

(3,118)
21,058
(690)

7,043

4,688

6,756

1,163

1,030

(312)

20,368

(5,851)

(2,368)

(5,715)

(1,149)

(4,962)

312

(19,733)

1,192

2,320

1,041

(3,932)

2
1,194

(1)
2,319

14

1,048

14

6.3
80.1

12.3
45.9

5.6
85.4

0.1
97.3

(3,932)

635

643

(20.9)
482.2

3.4
93.7

Balance sheet data30


Loans and advances to customers (net)
Total assets
Customer accounts

$m

$m

$m

$m

$m

$m

156,156
205,866
200,437

110,617
124,105
132,928

101,568
804,373
126,225

23,273
56,470
37,810

427
57,943
476

392,041
1,129,365
497,876

HSBC HOLDINGS PLC

80

(119,392)

Global
Banking and
Markets
$m

Global
Private
Banking
$m

Other
$m

Net interest income/(expense)

5,196

3,616

1,956

594

(654)

(97)

10,611

Net fee income/(expense)

2,456

1,900

1,087

626

(27)

6,042

33

1,943

140

(92)

1,764

Total
$m

Profit/(loss) before tax

Net trading income/(expense)40


Changes in fair value of long-term debt
issued and related derivatives
Net income/(expense) from other
financial instruments designated at
fair value
Net income/(expense) from financial
instruments designated at fair value
Gains less losses from financial
investments
Dividend income
Net insurance premium income
Other operating income/(expense)

(260)
14

660

97

770

(246)

35

2,603

136

(91)

97

2,534

614

614

616

119

14

(1)

(11)

737

616

119

14

(1)

603

1,351

12
3
2,741
(127)

10
7
217
45

730
50

(3)

9
2
50
29

11
3

1,249

(186)

772
65
3,008
1,007

1,445

1,094

(186)

25,390

Total operating income

10,651

Net insurance claims45

(3,450)

Net operating income1

7,201

Loan impairment (charges)/recoveries


and other credit risk provisions

6,437

(306)

5,643

6,437

1,382

1,094

(186)

5,141

6,437

1,386

1,096

(186)

20,807

Total operating expenses

(6,621)

(2,594)

(6,391)

(1,071)

(3,726)

186

(20,217)

(2,630)

Share of profit in associates


and joint ventures

2,547

46

315

(3,819)
21,571

6,933
312

(502)

(63)

Net operating income


Operating profit/(loss)

(268)

5,949

(4)

(764)

590

Profit/(loss) before tax

314

2,548

49

315

(2,630)

596

Share of HSBCs profit before tax


Cost efficiency ratio

1.7
91.9

13.6
46.0

0.3
99.3

1.7
77.5

(14.1)
340.6

3.2
93.7

Balance sheet data30


Loans and advances to customers (net)
Total assets
Customer accounts

$m

$m

$m

$m

$m

$m

165,112
221,679
202,413

106,342
120,819
135,837

113,136
948,951
166,075

24,766
64,676
41,380

377
64,182
254

409,733
1,290,926
545,959

Shareholder Information

For footnotes, see page 99.

(129,381)

Financial Statements

Trading income/(expense) excluding


net interest income
Net interest income/(expense)
on trading activities

Corporate Governance

Intersegment
elimination44
$m

Financial Review

Commercial
Banking
$m

Strategic Report

2014
Retail
Banking
and Wealth
Management
$m

HSBC HOLDINGS PLC

81

Report of the Directors: Geographical regions (continued)


Asia

Asia

Profit before tax ($m)


15,763

Our principal banking subsidiaries in Hong


Kong are The Hongkong and Shanghai
Banking Corporation Limited and Hang Seng
Bank Limited. The former is the largest bank
incorporated in Hong Kong and is our
flagship bank in Asia.

14,462
(1,301)

We offer a wide range of banking and


financial services in mainland China through
our local subsidiaries, HSBC Bank (China)
Company Limited and Hang Seng Bank
(China) Limited. We also participate indirectly
in mainland China through our associate,
Bank of Communications Co., Ltd.

2014
$m

2013
$m

Net interest income


Net fee income
Net trading income
Other income

12,184
6,032
3,090
3,997

12,273
5,910
2,622
2,872

11,432
5,936
2,026
5,038

Net operating income1

25,303

23,677

24,432

LICs

34

Net operating income


Total operating expenses
Operating profit
Income from associates35

(693)

(647)
23,030

(10,889)

(10,427)

(9,936)

13,721

12,603

13,998

2,042

2,022

1,855

15,763

14,625

15,853

Cost efficiency ratio


RoRWA24

43.0%
3.3%

44.0%
3.1%

40.7%
3.8%

120,144

118,322

113,701

Year-end staff numbers

(340)

2014

25,303
23,872

23,677

(1,431)

2015

2014

10,889

10,759

10,427
(352)

2015
Reported

Country view of adjusted revenue

Hong Kong
Australia
India
Indonesia
Mainland China
Malaysia
Singapore
Taiwan
Other

14,233
847
1,845
536
2,606
984
1,288
417
1,116

13,729
814
1,738
497
2,429
899
1,234
469
1,140

Year ended 31 December

23,872

22,949

10,017

(130)

HSBC HOLDINGS PLC

82

(58)

2014
Significant items

Adjusted

For details of significant items, see page 77.

2014
$m

(48)

Operating expenses ($m)

For footnotes, see page 99.

2015
$m

22,949
(680)

23,934

Profit before tax

14,295

Revenue ($m)

(498)

24,610

10

2015

Outside Hong Kong and mainland China in


Asia, we conduct business in 18 countries
and territories, with particularly strong
coverage in Australia, India, Indonesia,
Malaysia, Singapore and Taiwan.
2015
$m

14,625

Currency translation

Other
$m

Total
$m
9,806
373
606
(7)
3,060
442
507
155
821

Hong Kong
Australia
India
Indonesia
Mainland China
Malaysia
Singapore
Taiwan
Other

3,799
61
(25)
(6)
297
119
80
11
50

2,384
79
97
(112)
1,569
95
122
24
250

2,119
238
379
80
1,062
215
259
133
449

177

14

(3)

65

(1)

1,327
(5)
141
31
135
13
(19)
(13)
73

Year ended 31 December 2015

4,386

4,508

4,934

252

1,683

Hong Kong
Australia
India
Indonesia
Mainland China
Malaysia
Singapore
Taiwan
Other

3,727
78
4
10
292
156
129
19
57

2,264
126
121
53
1,533
122
168
35
320

1,807
232
442
110
954
190
243
166
432

146

11

(3)

57

198
(4)
122
25
175
28
(8)
1
87

8,142
432
700
198
2,951
496
589
221
896

Year ended 31 December 2014

4,472

4,742

4,576

211

624

14,625

Hong Kong
Australia
India
Indonesia
Mainland China
Malaysia
Singapore
Taiwan
Other

3,742
100
(21)
12
223
148
147
7
61

2,110
131
113
106
1,536
105
120
30
207

1,971
189
418
126
842
236
262
158
473

208

(4)

74

(1)

58
26
136
36
1,644
25
22
5
65

8,089
446
653
280
4,241
514
625
200
805

Year ended 31 December 2013

4,419

4,458

4,675

284

2,017

15,853

Retail
Banking
and Wealth
Management
$m

Commercial
Banking
$m

Global
Banking and
Markets
$m

Global
Private
Banking
$m

Other
$m

Total
$m

BoCom and other associates


Mainland China operations

260
37

1,448
121

301
761

(3)

135

2,009
1,051

Year ended 31 December 2015

297

1,569

1,062

(3)

135

3,060

BoCom and other associates


Mainland China operations

255
37

1,421
112

296
658

(3)

1
174

1,973
978

Year ended 31 December 2014

292

1,533

954

(3)

175

2,951

BoCom and other associates


Mainland China operations
Industrial Bank
Ping An

247
(24)

1,360
176

284
558

(4)

(38)
40
1,089
553

1,853
746
1,089
553

Year ended 31 December 2013

223

1,536

842

(4)

1,644

4,241

15,763

Analysis of mainland China profit/(loss) before tax

HSBC HOLDINGS PLC

83

Financial Review

Global
Private
Banking
$m

Corporate Governance

Global
Banking and
Markets
$m

Financial Statements

Commercial
Banking
$m

Shareholder Information

Retail
Banking
and Wealth
Management
$m

Strategic Report

Profit/(loss) before tax by country within global businesses

Report of the Directors: Geographical regions (continued)


Asia

Profit before tax and balance sheet data Asia


2015
Retail
Banking
and Wealth
Management
$m

Commercial
Banking
$m

Global
Banking and
Markets
$m

Global
Private
Banking
$m

Net interest income/(expense)

5,132

3,613

3,373

175

(70)

(39)

12,184

Net fee income

2,939

1,466

1,304

310

13

6,032

225

352

1,801

127

13

2,518

Other
$m

Intersegment
elimination44
$m

Total
$m

Profit before tax

Trading income excluding net interest


income
Net interest income/(expense)
on trading activities

(23)

(11)

559

39

572

202

341

2,360

128

20

39

3,090

(329)

(30)

10

14

(335)

(329)

(30)

10

19

(330)

35
2

23

117
1

1,384
25

6,006
659

780
149

146

(2)
2,878

(1,116)

6,784
2,718

Total operating income

14,646

6,342

7,311

615

4,267

(1,116)

32,065

Net insurance claims45

(5,925)

Net operating income1

8,721

7,311

615

4,267

Net trading income40


Changes in fair value of long-term debt
issued and related derivatives
Net income/(expense) from other
financial instruments designated
at fair value
Net income/(expense) from financial
instruments designated at fair value
Gains less losses from financial
investments
Dividend income
Net insurance premium income
/(expense)
Other operating income

Loan impairment (charges)/recoveries


and other credit risk provisions
Net operating income
Total operating expenses
Operating profit

Share of profit in associates


and joint ventures
Profit before tax

Share of HSBCs profit before tax


Cost efficiency ratio

(307)

(837)
5,505
(425)

(1)

(1,116)

1,559
28

(6,762)
25,303

40

8,414

5,080

7,351

615

4,266

(1,116)

24,610

(693)

(4,320)

(2,020)

(2,719)

(363)

(2,583)

1,116

(10,889)

4,094

3,060

4,632

252

1,683

292

1,448

302

2,042

4,386

4,508

4,934

252

1,683

15,763

13,721

23.2
49.5

23.9
36.7

26.2
37.2

1.3
59.0

8.9
60.5

83.5
43.0

Balance sheet data30


Loans and advances to customers (net)
Total assets
Customer accounts

$m

$m

$m

$m

$m

$m

117,807
172,719
303,536

130,513
157,838
165,202

93,007
540,404
100,998

13,144
14,488
28,685

1,904
69,080
199

356,375
889,747
598,620

HSBC HOLDINGS PLC

84

(64,782)

Commercial
Banking
$m

Global
Banking and
Markets
$m

Global
Private
Banking
$m

Other
$m

Net interest income/(expense)

5,003

3,439

3,579

177

(16)

91

12,273

Net fee income

2,792

1,529

1,311

272

5,910

216

382

1,220

142

(5)

1,955

Total
$m

Profit before tax

771

(91)

667

203

373

1,991

142

(91)

2,622

(4)

543

(6)

(2)

537

543

(6)

(2)

(2)

533

1
1
6,596
516

794
95

46
1

141

148
177

2,734

(1,158)

200
179
7,390
2,331

Total operating income

15,655

6,229

7,067

594

3,051

(1,158)

31,438

Net insurance claims45

(6,979)

Net operating income1

8,676

7,067

594

3,051

Changes in fair value of long-term debt


issued and related derivatives
Net income/(expense) from other
financial instruments designated
at fair value
Net income/(expense) from financial
instruments designated at fair value
Gains less losses from financial
investments
Dividend income
Net insurance premium income
Other operating income

Loan impairment (charges)/recoveries


and other credit risk provisions

(13)

(782)
5,447

(7,761)
23,677

5,219

6,964

595

3,051

(1,158)

23,030

Total operating expenses

(4,191)

(1,897)

(2,686)

(384)

(2,427)

1,158

(10,427)

Operating profit

4,168

3,322

4,278

211

624

Share of HSBCs profit before tax


Cost efficiency ratio

(103)

(1,158)

8,359

Profit before tax

(228)

(4)

Net operating income

Share of profit in associates


and joint ventures

(317)

(9)

(647)

12,603

304

1,420

298

2,022

4,472

4,742

4,576

211

624

14,625

23.9
48.3

25.4
34.8

24.5
38.0

1.1
64.6

3.4
79.5

78.3
44.0

Balance sheet data30


Loans and advances to customers (net)
Total assets
Customer accounts

$m

$m

$m

$m

$m

$m

115,643
166,577
286,670

132,509
158,747
155,608

99,934
548,865
104,896

12,894
14,905
29,847

1,975
79,477
470

362,955
878,723
577,491

Shareholder Information

For footnotes, see page 99.

(89,848)

Financial Review

Net trading income40

Corporate Governance

Trading income/(expense) excluding


net interest income
Net interest income/(expense)
on trading activities

Financial Statements

Intersegment
elimination44
$m

Strategic Report

2014
Retail
Banking
and Wealth
Management
$m

HSBC HOLDINGS PLC

85

Report of the Directors: Geographical regions (continued)


Middle East and North Africa

Middle East and North Africa

Profit before tax ($m)

The network of branches of HSBC Bank


Middle East Limited, together with HSBCs
subsidiaries and associates, gives us wide
coverage in the region. Our associate in
Saudi Arabia, The Saudi British Bank (40%
owned), is the Kingdoms fifth largest bank
by total assets.

1,826
1,537

2015
$m

2014
$m

2013
$m

Net interest income


Net fee income
Net trading income
Other income

1,531
633
325
76

1,519
650
314
65

1,486
622
357
38

Net operating income1

2,565

2,548

2,503

LICs34

42

2,266

2,554

2,545

(1,234)

(1,216)

(1,289)

1,032

1,338

1,256

505

488

438

Profit before tax

1,537

1,826

1,694

Cost efficiency ratio


RoRWA24

48.1%
2.5%

47.7%
2.9%

51.5%
2.7%

Year-end staff numbers

8,066

8,305

8,618

Net operating income


Total operating expenses
Operating profit
Income from associates35

(299)

2014

Revenue ($m)
2,565

2,555

2,548

(10)

Operating expenses ($m)

Country view of adjusted revenue

610
1,407
538

493
1,446
556

Year ended 31 December

2,555

2,495

(3)

2014

1,219

1,216
1,167

(15)

Egypt
United Arab Emirates
Other

2,495
(50)

2015

1,234

2014
$m

1,820

(34)

1,542

2015

For footnotes, see page 99.

2015
$m

28

(16)

2015

2014
Significant items

Reported

(33)

Adjusted

Currency translation

For details of significant items, see page 77.

Profit/(loss) before tax by country within global businesses


Retail
Banking
and Wealth
Management
$m

Commercial
Banking
$m

Global
Banking and
Markets
$m

Global
Private
Banking
$m

Egypt
United Arab Emirates
Saudi Arabia
Other

50
91
112
19

101
19
169
119

256
292
202
123

16

3
(35)
1
(1)

410
367
500
260

Year ended 31 December 2015

272

408

873

16

(32)

1,537

Egypt
United Arab Emirates
Saudi Arabia
Other

64
154
91
14

94
190
168
152

177
364
203
182

19

(46)
5
(5)

335
662
486
343

Year ended 31 December 2014

323

604

926

19

(46)

1,826

Egypt
United Arab Emirates
Saudi Arabia
Other

31
142
82
3

37
290
146
172

166
275
188
240

1
15

(29)
(72)
7

205
636
438
415

Year ended 31 December 2013

258

645

869

16

(94)

1,694

HSBC HOLDINGS PLC

86

Other
$m

Total
$m

Profit/(loss) before tax and balance sheet data Middle East and North Africa

Commercial
Banking
$m

Global
Banking and
Markets
$m

Global
Private
Banking
$m

Net interest income

587

451

478

12

1,531

Net fee income/(expense)

176

249

213

(5)

633

51

62

216

329

Total
$m

Profit/(loss) before tax

Net trading income40


Net expense from financial instruments
designated at fair value
Gains less losses from financial
investments
Dividend income
Other operating income
Total operating income
Net insurance claims45
Net operating income

Loan impairment (charges)/recoveries


and other credit risk provisions
Net operating income
Total operating expenses

(12)

51

62

224

(12)

7
1
12

5
1
11

5
7
25

99

(103)

17
9
44

834

779

952

103

(103)

2,565

834

779

952

103

(121)

(183)

713

596

957

103

(103)

2,266
(1,234)

(103)

(4)
325
6

Financial Review

Trading income excluding net interest


income
Net interest income/(expense) on
trading activities

2,565
(299)

(557)

(357)

(286)

(137)

103

Operating profit/(loss)

156

239

671

(34)

Share of profit in associates


and joint ventures

116

169

202

16

505

Profit/(loss) before tax

272

408

873

16

(32)

1,537

Share of HSBCs profit before tax


Cost efficiency ratio

1.4
66.8

2.2
45.8

4.6
30.0

0.1

(0.2)
133.0

8.1
48.1

1,032

Corporate Governance

Other
$m

Intersegment
elimination44
$m

Strategic Report

2015
Retail
Banking
and Wealth
Management
$m

$m

$m

$m

$m

$m

$m

6,374
7,194
17,172

13,695
15,546
12,192

9,825
35,929
6,901

92

3,067
203

29,894
59,236
36,468

(2,592)

Shareholder Information

Loans and advances to customers (net)


Total assets
Customer accounts

Financial Statements

Balance sheet data30

HSBC HOLDINGS PLC

87

Report of the Directors: Geographical regions (continued)


Middle East and North Africa / North America

2014
Retail
Banking
and Wealth
Management
$m

Commercial
Banking
$m

Global
Banking and
Markets
$m

Global
Private
Banking
$m

Net interest income

615

467

410

24

1,519

Net fee income/(expense)

152

268

240

(10)

650

58

68

207

(5)

328

Other
$m

Intersegment
elimination44
$m

Total
$m

Profit/(loss) before tax

Trading income/(expense) excluding


net interest income
Net interest income/(expenses) on
trading activities
Net trading income/(expense)40
Net expense from financial instruments
designated at fair value
Gains less losses from financial
investments
Dividend income
Other operating income
Total operating income

10

(24)

(14)

58

68

217

(5)

(24)

314

(3)

1
1
8

1
1

20
12
27

108

(111)

22
14
32

(111)

2,548

835

805

926

93

Net insurance claims45

Net operating income1

835

805

926

93

(111)

(3)

2,548

Loan impairment (charges)/recoveries


and other credit risk provisions

(26)

(21)

53

Net operating income

809

784

979

93

(111)

2,554

Total operating expenses

(578)

(348)

(256)

(145)

111

(1,216)

231

436

723

(52)

Operating profit/(loss)

Share of profit in associates


and joint ventures

1,338

92

168

203

19

488

Profit/(loss) before tax

323

604

926

19

(46)

1,826

Share of HSBCs profit before tax


Cost efficiency ratio

1.7
69.2

3.2
43.2

5.0
27.6

0.1

(0.2)
155.9

9.8
47.7

Balance sheet data30


Loans and advances to customers (net)
Total assets
Customer accounts

$m

$m

$m

$m

$m

$m

6,318
7,073
18,024

13,104
14,911
11,809

9,641
39,229
9,630

77

2,900
257

29,063
62,417
39,720

For footnotes, see page 99.

HSBC HOLDINGS PLC

88

(1,773)

North America

Profit before tax ($m)

Our principal North American businesses are


located in the US and Canada. Operations in
the US are primarily conducted through HSBC
Bank USA, N.A., and HSBC Finance, a national
consumer finance company. HSBC Markets
(USA) Inc. is the intermediate holding company
of, inter alia, HSBC Securities (USA) Inc.
Canadian operations are conducted through
HSBC Bank Canada.
2013
$m

Net interest income


Net fee income
Net trading income
Other income/(expense)

4,532
2,018
545
562

5,015
1,940
411
786

5,742
2,143
948
(30)

Net operating income1

7,657

8,152

LICs34
Net operating income
Total operating expenses
Operating profit

(544)

Profit before tax

Strategic Report

1,417
(112)

614

2015

2014

Revenue ($m)
98

7,657

8,152

7,755

116

8,016

(252)

8,803

(322)

(1,197)

7,113

7,830

7,606

(6,501)

(6,429)

(6,416)

612

1,401

1,190

16

31

Income from associates35

1,563

Financial Review

2014
$m

949

1,999

614

1,417

1,221

Cost efficiency ratio


RoRWA24

84.9%
0.3%

78.9%
0.6%

72.9%
0.5%

Year-end staff numbers

19,656

20,412

20,871

2015

2014

Operating expenses ($m)


6,501

6,429
(129)

5,650

For footnotes, see page 99.

5,722
(578)

(851)

Country view of adjusted revenue


2015
$m

2014
$m

US
Canada
Other

5,926
1,585
244

6,083
1,663
270

Year ended 31 December

7,755

8,016

2015

2014
Significant items

Reported

Corporate Governance

2015
$m

694

Adjusted

Currency translation

Retail
Banking
and Wealth
Management
$m

Commercial
Banking
$m

Global
Banking and
Markets
$m

Global
Private
Banking
$m

Other
$m

Total
$m

US
Canada
Other

(736)
58
33

302
259
12

355
189
49

65

(6)

55
(21)

41
485
88

Year ended 31 December 2015

(645)

573

593

59

34

614

US
Canada
Other

513
96
23

400
514
(1)

(403)
242
49

82

(60)
(23)
(18)

532
829
56

Year ended 31 December 2014

632

913

(112)

85

(101)

1,417

US
Canada
Other

(358)
131
20

296
506
(16)

633
280
16

53

(350)
(3)
9

274
914
33

Year ended 31 December 2013

(207)

786

929

57

(344)

1,221

HSBC HOLDINGS PLC

89

Shareholder Information

Profit/(loss) before tax by country within global businesses

Financial Statements

For details of significant items, see page 77.

Report of the Directors: Geographical regions (continued)


North America

Profit/(loss) before tax and balance sheet data North America


2015

Retail
Banking
and Wealth
Management
$m

Commercial
Banking
$m

Global
Banking and
Markets
$m

Global
Private
Banking
$m

2,188

1,365

771

206

31

(29)

4,532

499

539

876

117

(13)

2,018

12

33

188

11

(7)

237

Other
$m

Intersegment
elimination44
$m

Total
$m

Profit/(loss) before tax


Net interest income
Net fee income/(expense)
Trading income/(expense) excluding
net interest income
Net interest income on trading
activities
Net trading income/(expense)40
Changes in fair value of long-term debt
issued and related derivatives
Net income from other financial
instruments designated at
fair value
Net expense from financial instruments
designated at fair value
Gains less losses from financial
investments
Dividend income
Net insurance premium income
Other operating income

271

29

308

19

34

459

11

(7)

29

545

181

181

181

181

12

53

189
19

76

(6)

(42)
6

1,804

(1,608)

147
57

177

(1,608)

7,657

16

(142)

Total operating income

2,580

2,003

2,390

332

1,960

Net insurance claims45

Net operating income1

2,580

2,003

2,390

332

1,960

Loan impairment (charges)/recoveries


and other credit risk provisions
Net operating income
Total operating expenses
Operating profit/(loss)

Share of profit in associates


and joint ventures
Profit/(loss) before tax

(159)

2,322

338

1,960

(1,608)

7,113

(3,066)

(1,109)

(1,729)

(279)

(1,926)

1,608

(6,501)

%
Share of HSBCs profit before tax
Cost efficiency ratio

(3.4)
118.8

571

593

59

7,657

1,680

(645)

(68)

(1,608)

2,421
(645)

(323)

34

(544)

612

573

593

59

34

614

3.0
55.4

3.1
72.3

0.3
84.0

0.3
98.3

3.3
84.9

Balance sheet data30


Loans and advances to customers (net)
Total assets
Customer accounts

$m

$m

$m

$m

$m

$m

53,737
62,127
51,685

40,696
47,009
45,475

27,940
282,201
24,182

6,478
8,629
13,807

14,489
3

128,851
393,960
135,152

HSBC HOLDINGS PLC

90

(20,495)

Global
Banking and
Markets
$m

Global
Private
Banking
$m

Other
$m

2,645

1,455

587

204

157

(33)

5,015

497

572

775

130

(34)

1,940

(165)

34

302

13

187

Total
$m

Profit/(loss) before tax

Trading income/(expense) excluding


net interest income
Net interest income on trading
activities

183

33

224

(158)

35

485

13

33

411

(99)

(99)

(99)

(99)

13

268

15
8

61

237
16

101

5
4

1,872

(1,719)

257
44

584

Total operating income

3,265

2,146

2,201

351

1,908

(1,719)

8,152

Net insurance claims45

Net operating income1

3,265

2,146

2,201

351

1,908

Net trading income/(expense)40


Changes in fair value of long-term debt
issued and related derivatives
Net income from other financial
instruments designated at
fair value
Net expense from financial instruments
designated at fair value
Gains less losses from financial
investments
Dividend income
Net insurance premium income
Other operating income

Loan impairment (charges)/recoveries


and other credit risk provisions

(117)

(148)

(63)

(2)

(1,719)

8,152
(322)

Net operating income

3,148

1,998

2,138

359

1,906

(1,719)

7,830

Total operating expenses

(2,516)

(1,101)

(2,250)

(274)

(2,007)

1,719

(6,429)

(101)

Operating profit/(loss)

Share of profit in associates


and joint ventures

632

897

16

Profit/(loss) before tax

632

913

Share of HSBCs profit before tax


Cost efficiency ratio

3.4
77.1

4.9
51.3

$m
60,365
74,680
51,258

$m
41,966
48,411
45,275

(112)

(112)
%
(0.6)
102.2

85

85
%
0.5
78.1

(101)

1,401

16

1,417

(0.5)
105.2

7.6
78.9

Balance sheet data30


Loans and advances to customers (net)
Total assets
Customer accounts

$m
21,110
319,819
30,301

$m

16,823

(31,260)

$m
129,787
436,859
138,884

Shareholder Information

For footnotes, see page 99.

$m
6,346
8,386
12,050

Financial Statements

Net interest income


Net fee income/(expense)

Corporate Governance

Intersegment
elimination44
$m

Financial Review

Commercial
Banking
$m

Strategic Report

2014

Retail
Banking
and Wealth
Management
$m

HSBC HOLDINGS PLC

91

Report of the Directors: Geographical regions (continued)


Latin America

Latin America
Our operations in Latin America principally
comprise HSBC Bank Brasil S.A.-Banco
Mltiplo and HSBC Mxico, S.A. In addition
to banking services, we operate insurance

businesses in Brazil, Mexico and Argentina.


During the year our operations in Brazil were
classified as held for sale.

2015
Total
Latin
America
$m
Net interest income
Net fee income
Net trading income
Other income
Net operating income1
LICs34

Brazil
$m

Total
Latin
America
$m

4,318
1,131
664
479

2,225
560
370
429

2,093
571
294
50

5,310
1,415
856
691

6,592

3,584

3,008

(1,495)

Net operating income


Total operating expenses

2014
Other
Latin
America
$m

(965)

(530)

2013

Brazil
$m

Other
Latin
America
$m

Total
Latin
America
$m

Brazil
$m

Other
Latin
America
$m

3,040
741
452
584

2,270
674
404
107

6,186
1,701
936
1,745

3,542
862
469
491

2,644
839
467
1,254

3,455

10,568

5,364

5,204

(2,666)

(1,712)

8,272

4,817

(2,124)

(1,500)

(624)

(954)

5,097

2,619

2,478

6,148

3,317

2,831

7,902

3,652

4,250

(4,786)

(2,613)

(2,173)

(5,932)

(3,564)

(2,368)

(5,930)

(3,301)

(2,629)

Operating profit/(loss)

311

Income from associates35

(1)

Profit/(loss) before tax

305

216

(247)

463

1,972

351

(1)

1,621

310

305

216

(247)

463

1,972

351

1,621

Loans and advances to customers


(net)
reported in held for sale22

17,293
17,001

17,001

17,293

43,122

23,749

19,373

43,918

24,924

18,994

Customer accounts
reported in held for sale22

21,470
15,094

15,094

21,470

48,588

23,204

25,384

51,389

23,999

27,390

Cost efficiency ratio


RoRWA24

72.6%
0.4%

72.9%

72.2%
0.8%

71.7%
0.2%

74.0%
(0.5%)

68.5%
1.2%

56.1%
2.0%

61.5%
0.7%

50.5%
3.7%

Year-end staff numbers

39,828

19,145

20,683

41,201

19,564

21,637

42,542

19,869

22,673

For footnotes, see page 99.

Country view of adjusted revenue

Revenue ($m)
2015
$m

2014
$m

Argentina
Mexico
Other
included in Other: Brazil

1,036
1,968
3,552
3,550

940
1,931
3,511
3,443

Year ended 31 December

6,556

6,382

8,272

6,592

6,556

6,382

(36)

(1,871)

2015

Profit before tax ($m)


149

(19)

2014

Operating expenses ($m)

459

5,932
108

366

310
4,786

42

4,601

216

4,434

(185)

2015

2014

(1,373)

2015
Reported

2014
Significant items

Adjusted

For details of significant items, see page 49.

HSBC HOLDINGS PLC

92

(125)

Currency translation

Commercial
Banking28
$m

Global
Banking and
Markets
$m

Global
Private
Banking
$m

Other
$m

Total
$m

Argentina
Brazil
Mexico
Other

43
(344)
73
(12)

152
11
(5)
7

125
336
(15)
16

6
(3)

(3)
(4)
(18)
(55)

317
5
32
(44)

Year ended 31 December 2015

(240)

165

462

(80)

310

Argentina
Brazil
Mexico
Other

68
(230)
7
(5)

119
(97)
(23)
8

219
115
89
27

(2)
(2)

(22)
(33)
(20)
(2)

384
(247)
51
28

Year ended 31 December 2014

(160)

450

(4)

(77)

216

Argentina
Brazil
Mexico
Other

112
(209)
138
289

127
52
(144)
525

170
514
115
368

5
(3)
(1)

(1)
(11)
11
(85)

408
351
117
1,096

Year ended 31 December 2013

330

560

1,167

(86)

1,972

Shareholder Information

Financial Statements

Corporate Governance

For footnote, see page 99.

Financial Review

Retail
Banking
and Wealth
Management28
$m

Strategic Report

Profit/(loss) before tax by country within global businesses

HSBC HOLDINGS PLC

93

Report of the Directors: Geographical regions (continued)


Latin America

Profit/(loss) before tax and balance sheet data Latin America


2015
Retail
Banking
Global
and Wealth Commercial Banking and
Management28
Banking28
Markets
$m
$m
$m

Global
Private
Banking
$m

Other
$m

Intersegment
elimination44
$m

Total
$m

Profit/(loss) before tax


Net interest income
Net fee income/(expense)
Trading income/(expense) excluding
net interest income
Net interest income on trading
activities

2,891

997

461

18

15

(64)

4,318

724

253

133

23

(2)

1,131

149

89

239

(7)

473

124

64

191

149

89

363

(4)

64

664

439

134

575

439

134

575

14
4
903
83

1
2
191
32

56
1
5
12

236

(224)

Total operating income

5,207

1,699

1,033

44

245

(224)

Net insurance claims45

(1,129)

Net operating income1

4,078

44

245

Net trading income/(expense)40


Changes in fair value of long-term debt
issued and related derivatives
Net income from other financial
instruments designated at fair value
Net income from financial instruments
designated at fair value
Gains less losses from financial
investments
Dividend income
Net insurance premium income
Other operating income

Loan impairment charges and other


credit risk provisions
Net operating income
Total operating expenses
Operating profit/(loss)
Share of loss in associates
and joint ventures

(1,092)
2,986
(3,226)
(240)

Profit/(loss) before tax

(240)
%

Share of HSBCs profit before tax


Cost efficiency ratio

(1.3)
79.1

(279)

(4)

1,420

1,029

(364)

(224)

8,004
(1,412)
6,592

(39)

990

44

245

(224)

5,097

(890)

(528)

(41)

(325)

224

(4,786)

166

462

(80)

1,056

(1)

71
7
1,099
139

(1,495)

311

462

(80)

0.9
62.7

2.4
51.3

93.2

(0.3)
132.7

1.7
72.6

165

(1)
310

Balance sheet data22,30


Loans and advances to customers (net)
Total assets
Customer accounts

$m

$m

$m

$m

$m

$m

5,935
25,378
12,042

6,719
20,792
5,904

4,592
36,953
3,422

47
1,769
102

2,838

17,293
86,262
21,470

HSBC HOLDINGS PLC

94

(1,468)

Profit/(loss) before tax


Net interest income
Net fee income
Trading income/(expense) excluding
net interest income
Net interest income/(expense) on
trading activities

3,671

1,181

490

19

(60)

5,310

939

301

147

28

1,415

125

101

391

(1)

619

174

(2)

60

237

126

105

565

(3)

60

856

525

166

691

525

166

691

6
1,272
61

2
246
40

84
1
5
19

213

(184)

84
9
1,523
149

Total operating income

6,600

2,041

1,311

50

219

(184)

10,037

Net insurance claims45

(1,428)

Net operating income1

5,172

50

219

Loan impairment charges and other


credit risk provisions

(1,208)

Net operating income

3,964

1,048

Total operating expenses

(4,124)

(1,041)

Net trading income/(expense)40


Changes in fair value of long-term debt
issued and related derivatives
Net income from other financial
instruments designated at fair value
Net income from financial instruments
designated at fair value
Gains less losses from financial
investments
Dividend income
Net insurance premium income
Other operating income

Operating profit/(loss)
Share of profit in associates
and joint ventures

(160)

(334)

(3)

1,707

1,308

(659)

(252)
1,056

(5)

(184)

(1,765)
8,272
(2,124)

45

219

(184)

6,148

(606)

(49)

(296)

184

(5,932)

450

(4)

(77)

216

Profit/(loss) before tax

(160)

450

(4)

(77)

216

Share of HSBCs profit before tax


Cost efficiency ratio

(0.8)
79.7

61.0

2.4
46.3

98.0

(0.5)
135.2

1.1
71.7

Balance sheet data30


Loans and advances to customers (net)
Total assets
Customer accounts

$m

$m

$m

$m

$m

$m

13,266
30,855
25,392

19,118
28,070
12,789

10,642
55,827
8,219

96
298
2,188

1,155

43,122
115,354
48,588

Shareholder Information

For footnotes, see page 99.

(851)

Financial Review

Total
$m

Corporate Governance

Other
$m

Intersegment
elimination44
$m

Financial Statements

Global
Private
Banking
$m

Strategic Report

2014
Retail
Global
Banking
Commercial
Banking and
and Wealth
Banking28
Markets
Management28
$m
$m
$m

HSBC HOLDINGS PLC

95

Report of the Directors: Other information


FuM / Disclosure philosophy / Taxes paid / Conduct-related matters

Assets held in custody48 and under


administration

Other information
Funds under management and assets held in custody

96

Our disclosure philosophy

96

Taxes paid by region and country

97

Conduct-related matters

97

Carbon dioxide emissions

98

Property

98

Custody is the safekeeping and servicing of securities and


other financial assets on behalf of clients. At 31 December
2015, we held assets as custodian of $6.2 trillion, 3%
lower than the $6.4 trillion held at 31 December 2014.
This decrease was driven by adverse foreign exchange
movements, primarily in Europe and Asia. Excluding this,
assets held as custodian increased by 2% compared with
31 December 2014, due to incremental net asset inflows
in Asia and Europe, partly offset by adverse market
movements, particularly in the second half of 2015.

Funds under management


and assets held in custody

Our Assets Under Administration business, which includes


the provision of bond and loan administration services and
the valuation of portfolios of securities and other financial
assets on behalf of clients, complements the Custody
business. At 31 December 2015, the value of assets
held under administration by the Group amounted to
$3.2 trillion. This was broadly unchanged compared
with 31 December 2014, which included adverse foreign
exchange movements, primarily in Europe. Excluding
the impact of currency translation, assets held under
administration increased by 4% driven by net asset inflows
in Europe and Asia.

Funds under management48


2015
$bn

2014
$bn

Funds under management


At 1 January
Net new money
Value change
Exchange and other

954
(3)
2
(57)

921
38
40
(45)

At 31 December

896

954

Funds under management


by business
Global Asset Management
Global Private Banking
Affiliates
Other

419
261
4
212

445
275
5
229

At 31 December

896

954

Our disclosure philosophy


HSBC strives to maintain the highest standards of
disclosure in our reporting.
It has long been our policy to provide disclosures that help
investors and other stakeholders understand the Groups
performance, financial position and changes thereto.

For footnote, see page 99.

Funds under management (FuM) represents assets


managed, either actively or passively, on behalf of our
customers. At 31 December 2015, FuM amounted to
$896bn, a decrease of 6% primarily due to adverse foreign
exchange movements as the US dollar strengthened
against all major currencies. Excluding currency translation,
FuM was broadly unchanged compared with 31 December
2014 as a reduction in GPB and other FuM was broadly
offset by an increase in Global Asset Management FuM.

In accordance with this policy, the information provided in


the Notes on the Financial Statements and the Report of
the Directors goes beyond the minimum levels required by
accounting standards, statutory and regulatory requirements
and listing rules. In particular, we provide additional
disclosures having regard to the recommendations of
two Enhanced Disclosures Task Force reports. Enhancing
the Risk Disclosures of Banks, issued in October 2012, aims
to help financial institutions identify areas that investors
had highlighted as needing better and more transparent
information about banks risks, and how these risks relate
to performance measurement and reporting. We have
complied with all 32 recommendations in this report and in
our Pillar 3 Disclosures 2015 document. The Risk, Capital
and Corporate Governance sections of this report and the
financial statements are accompanied by detailed tables
of contents to assist the reader to navigate through the
disclosures. Impact of Expected Credit Loss Approaches
on Bank Risk Disclosures, issued in December 2015,
provides further guidance on the application of the existing
recommendations in the context of an Expected Credit Loss
(ECL) framework which we have considered in developing
the commentary under Future accounting developments
on page 347. In addition, we continue to enhance our
disclosures in line with good practice recommendations
issued by relevant regulators and standard setters and in
response to feedback received from users of our financial
statements.

Global Asset Management FuM decreased by 6% to $419bn


compared with 31 December 2014. Excluding currency
translation, FuM increased by 2% as we attracted $8bn of
net new money, notably in fixed income products from our
customers in Asia and net inflows into liquidity funds in
North America and Europe.
GPB FuM decreased by 5% to $261bn compared with
31 December 2014. Excluding currency translation, FuM
decreased by 1%, reflecting the ongoing repositioning of
our client base. This was partly offset by favourable market
movements, principally in Europe, and from positive net
new money in areas targeted for growth.
Other FuM, of which the main element is a corporate trust
business in Asia, decreased by 7% to $212bn, primarily due
to net outflows.

HSBC HOLDINGS PLC

96

Conduct-related matters

Taxes paid by region and


country

Region
UK
Rest of Europe
Asia
Middle East and North Africa
North America
Latin America

2.5
1.1
2.8
0.4
0.4
1.2

2.4
1.2
2.7
0.3
(0.1)
1.4

Total

8.4

7.9

Operating expenses
Comprising:
Legal proceedings and
regulatory matters
charge in relation to the
settlement agreement
with the Federal
Housing Finance
Authority
regulatory provisions
in GPB
settlements and
provisions in
connection with legal
matters

For footnote, see page 99.

Taxes paid by country49

Asia
Home and priority markets
Hong Kong
Mainland China
India
Australia
Malaysia
Indonesia
Singapore
Taiwan
Other markets
Europe
Home and priority markets
UK
France
Germany
Switzerland

2015
$m

2014
$m

2013
$m

2,780
2,445
1,415
277
285
173
92
70
80
53

2,687
2,399
1,273
278
290
204
133
76
101
44

2,536
2,185
1,248
207
318
105
106
74
88
39

335

288

351

3,660
3,346
2,526
620
108
92

3,625
3,391
2,363
790
131
107

3,500
3,244
2,107
844
151
142

Turkey
Other markets

16
298

75
159

82
174

Middle East and North Africa


Priority markets
Saudi Arabia
UAE
Egypt

433
407
151
120
136

294
246
84
102
60

321
283
70
98
115

26

48

38

North America
Priority markets
US
Canada
Other markets

353
353
127
226

(108)
(108)
(377)
269

414
410
125
285
4

Latin America
Priority markets
Argentina
Mexico

1,184
431
340
91

1,384
534
333
201

1,836
643
318
325

735
18

804
46

1,002
191

8,410

7,882

8,607

Other markets

Brazil
Other markets
Total

Customer remediation
UK customer redress
programmes
US customer
remediation provisions
relating to Card and
Retail Services
Total charge for the year
relating to significant items
Of which:
Total provisions charge
for the year
Total provisions utilised
during the year
Balance sheet at
31 December
Total provisions
legal proceedings and
regulatory matters
customer remediation
Accruals, deferred income
and other liabilities

10

632

10

632

2,362

3,077

1,687

1,821

1,802

352

550

172

65

352

1,649

1,187

541

1,275

1,335

541

1,275

1,235

100

2,372

3,709

1,687

2,362

2,500

1,687

1,021

2,503

1,238

3,926

2,545

2,793

2,729
1,197

1,154
1,391

657
2,136

168

379

The table above provides a summary of conduct-related


costs incurred and included within significant items
(see pages 66 and 77).
HSBC defines conduct as ensuring that we deliver fair
outcomes for our customers and that we do not disrupt the
orderly and transparent operation of financial markets. The
Board places a strong emphasis on conduct, requiring
adherence to high behavioural standards and doing the
right thing. This includes ensuring that the lessons of
unexpected outcomes, mistakes and control failings are
both acknowledged and responded to in a timely and
effective manner.

For footnote, see page 99.

Board oversight of conduct matters is provided by the


Conduct & Values Committee, which oversees the promotion
and embedding of HSBC Values and our required global
conduct outcomes, and the Remuneration Committee, which
HSBC HOLDINGS PLC

97

Financial Review

2014
$bn

2013
$m

Corporate Governance

2015
$bn

2014
$m

Financial Statements

Breakdown of tax paid by region

Income statement
Net interest income
Provisions arising from the
ongoing review of
compliance with the
Consumer Credit Act
in the UK

49

2015
$m

Shareholder Information

The following tables reflect a geographical view of


HSBCs operations.

Strategic Report

Conduct-related costs included in significant items

Report of the Directors: Other information (continued)


Carbon dioxide emissions / Property / Footnotes

To incorporate all of the operations over which we have


financial (management) control, the calculated carbon
dioxide emissions are scaled up on the basis of the FTE
coverage rate to account for any missing data (typically
less than 10% of FTEs). In addition, emission uplift rates
are applied to allow for uncertainty on the quality and
coverage of emission measurement and estimation. The
rates are 4% for electricity, 10% for other energy and 6% for
business travel, based on the Intergovernmental Panel on
Climate Change Good Practice Guidance and Uncertainty
Management in National Greenhouse Gas Inventories, and
our internal analysis of data coverage and quality.

considers conduct and compliance-related matters relevant


to remuneration. The reports of these committees may be
found on pages 270 to 273.
An overview of our conduct framework is set out in page 41.
The management of conduct of business and the steps taken
to raise standards and deal with historical incidents are
described on page 178.
Regulatory focus on conduct of business and financial crime
is one of the Groups top and emerging risks which is
discussed on page 112.
Total conduct-related costs within significant items were
$2.4bn, a decrease of $1.3bn compared with 2014.
Provisions raised in 2015 resulted from the on-going
consequences of a small number of significant historical
events.

Carbon dioxide emissions in tonnes


2015
Total
From energy
From travel

Operating expenses included significant items related to


conduct matters of $2.4bn, including $1.8bn in respect of
legal proceedings and regulatory matters, of which $0.2bn
related to regulatory matters in our private banking
operations and $1.6bn was in respect of settlements and
provisions in connection with legal matters. These are
discussed in Note 40 on the Financial Statements.

771,000
662,000
109,000

201450
795,000
676,000
119,000

Carbon dioxide emissions in tonnes per FTE


Total
From energy
From travel

Customer remediation costs charged to operating expenses


included $0.5bn in respect of the mis-selling of payment
protection insurance (PPI). Cumulative PPI provisions made
since the Judicial Review ruling in the first half of 2011
totalled $4.7bn, of which $3.6bn had been paid as at
31 December 2015 (see Note 29 on the Financial
Statements).

2015

201450

2.97
2.54
0.42

3.08
2.62
0.46

For footnote, see page 99.

Our greenhouse gas reporting year runs from October


to September. For the year from 1 October 2014 to
30 September 2015, carbon dioxide emissions from our
global operations were 771,000 tonnes.
Independent assurance of our carbon dioxide emissions
will be available in the first half of 2016 on our website.

Carbon dioxide emissions

Property

HSBCs carbon dioxide emissions are calculated on


the basis of the energy used in our buildings and
employee business travel from over 28 countries
(covering about 91% of our operations by FTE).

At 31 December 2015, we operated from some 6,860


operational properties worldwide.
Approximately 1,840 were located in Europe, 1,760 in Asia,
430 in North America, 2,590 in Latin America and 240 in
Middle East and North Africa. These properties had an area
of approximately 51.9m square feet (2014: 54.3m square
feet).

The data, gathered on energy consumption and distance


travelled, are converted to carbon dioxide emissions using
conversion factors from the following sources, if available, in
order of preference:
1. electricity attribute certificates or equivalent instruments;
2. contracts for electricity, such as Power Purchase
Agreements;
3. supplier/utility emission rates;
4. residual mix (sub-national or national);
5. other grid-average emission factors (sub-national or
national); and
6. for other types of energy than electricity and travel, if no
specific factors can be obtained, we use the latest
available factors provided by the UK Department for
Environment, Food and Rural Affairs and/or the
Department of Energy and Climate Change in the UK.

Our freehold and long leasehold properties, together with


all our leasehold land in Hong Kong, were valued in 2015.
The value of these properties was $11.3bn (2014: $10.8bn)
in excess of their carrying amount in the consolidated
balance sheet on an historical cost based measure.
In addition, properties with a net book value of $1.4bn
(2014: $1.6bn) were held for investment purposes.
Our operational properties are stated at cost, being
historical cost or fair value at the date of transition to IFRSs
(their deemed cost) less any impairment losses, and are
depreciated on a basis calculated to write off the assets
over their estimated useful lives. Properties owned as a
consequence of an acquisition are recognised initially at
fair value.

This is the market-based methodology recommended by the


revised guidelines of the Greenhouse Gas Protocol for 2015
disclosure onwards.

HSBC HOLDINGS PLC

98

Footnotes to pages 48 to 98

Consolidated balance sheet


17 Net of impairment allowances.
18 On 1 January 2014, CRD IV came into force and the calculation of capital resources and risk-weighted assets for 2014 and 2015 are calculated and
presented on this basis. 2011 to 2013 comparatives are on a Basel 2.5 basis.
19 Capital resources are total regulatory capital, the calculation of which is set out on page 234.
20 Including perpetual preferred securities, details of which can be found in Note 30 on the Financial Statements.
21 The definition of net asset value per ordinary share is total shareholders equity, less non-cumulative preference shares and capital securities, divided
by the number of ordinary shares in issue excluding shares the company has purchased and are held in treasury.
22 In the first half of 2015 our operations in Brazil were classified as held for sale. As a result, balance sheet accounts have been classified to Assets held
for sale and Liabilities of disposal groups held for sale. There is no separate income statement classification.
23 France primarily comprises the domestic operations of HSBC Finance, HSBC Assurances Vie and the Paris branch of HSBC Bank plc.

Reconciliation of RoRWA measures


24 Pre-tax return on average risk-weighted assets (RoRWA) is calculated using pre-tax return and reported average RWAs. Adjusted RoRWA is
calculated using adjusted pre-tax return and adjusted average RWAs.
25 Reported average risk-weighted assets (average RWAs) are calculated using an average of RWAs at quarter-ends on a Basel 2.5 basis for
31 December 2013 and a CRD IV end point basis from all periods from 1 January 2014. Adjusted average RWAs are calculated using reported average
RWAs adjusted for the effects of currency translation differences and significant items.
26 Other includes treasury services related to the US Consumer and Mortgage Lending business and commercial operations in run-off. US CML includes
loan portfolios within the run-off business that are designated held for sale.
27 Currency translation adjustment is the effect of translating the assets and liabilities of subsidiaries and associates for the previous year-end at the
rates of exchange applicable at the current year-end.

Global businesses and geographical regions


28 In the first half of 2015, a portfolio of customers was transferred from CMB to RBWM in Latin America in order to better align the combined banking
needs of the customers with our established global businesses. Comparative data have been re-presented accordingly.
29 The main items reported under Other are the results of HSBCs holding company and financing operations, which includes net interest earned on
free capital held centrally, operating costs incurred by the head office operations in providing stewardship and central management services to HSBC,
along with the costs incurred by the Group Service Centres and Shared Service Organisations and associated recoveries. The results also include fines
and penalties as part of the settlement of investigations into past inadequate compliance with anti-money laundering and sanctions laws, the UK
bank levy together with unallocated investment activities, centrally held investment companies, gains arising from the dilution of interests in
associates and joint ventures and certain property transactions. In addition, Other also includes part of the movement in the fair value of long-term
debt designated at fair value (the remainder of the Groups movement on own debt is included in GB&M).

HSBC HOLDINGS PLC

99

Financial Review
Corporate Governance

3 Dividends recorded in the financial statements are dividends per ordinary share declared in a year and are not dividends in respect of, or for, that
year.
4 Dividends per ordinary share expressed as a percentage of basic earnings per share.
5 Net interest income includes the cost of internally funding trading assets, while the related external revenues are reported in Trading income. In our
global business results, the cost of funding trading assets is included with Global Banking and Markets net trading income as interest expense.
6 Gross interest yield is the average annualised interest rate earned on average interest-earning assets (AIEA).
7 Net interest spread is the difference between the average annualised interest rate earned on AIEA, net of amortised premiums and loan fees, and the
average annualised interest rate paid on average interest-bearing funds.
8 Net interest margin is net interest income expressed as an annualised percentage of AIEA.
9 Interest income on trading assets is reported as Net trading income in the consolidated income statement.
10 Interest income on financial assets designated at fair value is reported as Net income from financial instruments designated at fair value in the
consolidated income statement.
11 Including interest-bearing bank deposits only.
12 Interest expense on financial liabilities designated at fair value is reported as Net income on financial instruments designated at fair value in the
consolidated income statement, other than interest on own debt which is reported in Interest expense.
13 Including interest-bearing customer accounts only.
14 Trading income also includes movements on non-qualifying hedges. These hedges are derivatives entered into as part of a documented interest rate
management strategy for which hedge accounting was not, nor could be, applied. They are principally cross-currency and interest rate swaps used to
economically hedge fixed rate debt issued by HSBC Holdings and floating rate debt issued by HSBC Finance. The size and direction of the changes in
the fair value of non-qualifying hedges that are recognised in the income statement can be volatile from year-to-year, but do not alter the cash flows
expected as part of the documented interest rate management strategy for both the instruments and the underlying economically hedged assets and
liabilities if the derivative is held to maturity.
15 Net insurance claims and benefits paid and movement in liabilities to policyholders arise from both life and non-life insurance business. For non-life
business, amounts reported represent the cost of claims paid during the year and the estimated cost of incurred claims. For life business, the main
element of claims is the liability to policyholders created on the initial underwriting of the policy and any subsequent movement in the liability that
arises, primarily from the attribution of investment performance to savings-related policies. Consequently, claims rise in line with increases in sales of
savings-related business and with investment market growth.
16 The cost efficiency ratio is defined as total operating expenses divided by net operating income before loan impairment charges and other credit risk
provisions.

Financial Statements

Consolidated income statement/Group performance by income and expense item

Shareholder Information

1 Net operating income before loan impairment charges and other credit risk provisions, also referred to as revenue.
2 Own credit spread includes the fair value movements on our long-term debt attributable to credit spread where the net result of such movements
will be zero upon maturity of the debt. This does not include fair value changes due to own credit risk in respect of trading liabilities or derivative
liabilities.

Strategic Report

Use of non-GAAP financial measures

Report of the Directors: Other information / Risk


Footnotes / Managing risk

30 Assets by geographical region and global businesses include intra-HSBC items. These items are eliminated, where appropriate, under the heading
Intra-HSBC items or Inter-segment elimination, as appropriate.
31 Amounts are non-additive across geographical regions and global businesses due to inter-company transactions within the Group.
32 Excludes items where there are substantial offsets in the income statement for the same year.
33 Other income in this context comprises where applicable net trading income, net income/(expense) from other financial instruments designated at
fair value, gains less losses from financial investments, dividend income, net insurance premium income and other operating income less net
insurance claims and benefits paid and movement in liabilities to policyholders.
34 Loan impairment charges and other credit risk provisions.
35 Share of profit in associates and joint ventures.
36 Investment distribution includes Investments, which comprises mutual funds (HSBC manufactured and third party), structured products and
securities trading, and Wealth Insurance distribution, consisting of HSBC manufactured and third-party life, pension and investment insurance
products.
37 Other personal lending includes personal non-residential closed-end loans and personal overdrafts.
38 Other mainly includes the distribution and manufacturing (where applicable) of retail and credit protection insurance.
39 Markets products, Insurance and Investments and Other includes revenue from Foreign Exchange, insurance manufacturing and distribution,
interest rate management and GCF products.
40 Net interest income includes the cost of internally funding trading assets, while the related revenues are reported in net trading income. In our global
business results, the total cost of funding trading assets is included within GB&Ms net trading income as an interest expense. In the statutory
presentation, internal interest income and expense are eliminated.
41 In 2015, Markets included a favourable fair value movement of $202m on the widening of credit spreads on structured liabilities (2014: adverse fair
value movement of $15m; 2013: adverse fair value movement of $66m).
42 Other in GB&M includes net interest earned on free capital held in the global business not assigned to products, allocated funding costs and gains
resulting from business disposals. Within the management view of total operating income, notional tax credits are allocated to the businesses to
reflect the economic benefit generated by certain activities which is not reflected within operating income, for example notional credits on income
earned from tax-exempt investments where the economic benefit of the activity is reflected in tax expense. In order to reflect the total operating
income on an IFRSs basis, the offset to these tax credits are included within Other.
43 Client assets are translated at the rates of exchange applicable for their respective period-ends, with the effects of currency translation reported
separately. The main components of client assets were funds under management ($261bn at 31 December 2015) which were not reported on the
Groups balance sheet, and customer deposits ($88bn at 31 December 2015), of which $80bn was reported on the Groups balance sheet and $8bn
were off-balance sheet deposits.
44 Inter-segment elimination comprises (i) the costs of shared services and Group Service Centres included within Other which are recovered from
global businesses, and (ii) the intra-segment funding costs of trading activities undertaken within GB&M. HSBCs Balance Sheet Management
business, reported within GB&M, provides funding to the trading businesses. To report GB&Ms Net trading income on a fully funded basis, Net
interest income and Net interest income/(expense) on trading activities are grossed up to reflect internal funding transactions prior to their
elimination in the inter-segment column.
45 Net insurance claims and benefits paid and movement in liabilities to policyholders.
46 Employee expenses comprises costs directly incurred by each global business. The reallocation and recharging of employee and other expenses
directly incurred in the Other category is shown in Other operating expenses.
47 RWAs are non-additive across geographical regions due to market risk diversification effects within the Group.
48 Funds under management and assets held in custody are not reported on the Groups balance sheet, except where it is deemed that we are acting as
principal rather than agent in our role as investment manager, and these assets are consolidated as Structured entities (see Note 39 on the Financial
Statements).
49 Taxes paid by HSBC relate to HSBCs own tax liabilities including tax on profits earned, employer taxes, bank levy and other duties/levies such as
stamp duty. Numbers are reported on a cash flow basis.
50 Following the release of the new GHG Protocol Scope 2 Guidance, we decided to use the state-specific eGRID emission factors for our US operations
until such time as we obtain supplier-specific emission factors. For 2014, therefore, our reported total carbon dioxide emissions have increased by
43,000 tonnes and our carbon dioxide emissions per FTE have increased by 0.16 tonnes.

HSBC HOLDINGS PLC

100

Managing risk

101

Risk management framework

101

All of our activities involve, to varying degrees, the


measurement, evaluation and management of risk
or combinations of risks.

Governance and structure

102

Our conservative risk profile

Responsibilities

104

Processes

105

We maintain a conservative risk profile which


encompasses the following:

Risk factors

108

Strategic Report

Managing risk

App1

Financial position
193

Risk appetite

194

Strong capital position, defined by regulatory and


internal capital ratios.

Top and emerging risks

110

Externally driven

110

Liquidity and funding management for each operating


entity, on a stand-alone basis.

Internally driven

114

Operating model

Areas of special interest

116

Returns generated in line with risk taken.

Financial crime compliance and regulatory


compliance

116

Sustainable and diversified earnings mix, delivering


consistent returns for shareholders.

The Monitor

116

Regulatory stress tests

116

Oil and gas prices

117

Metals and mining

117

Mainland China exposures

117

Credit risk

118

195

Liquidity and funding

154

204

Market risk

166

210

Operational risk

176

217

Compliance risk

178

217

Business practice

Financial Review

Risk governance

Legal risk

218

Global security and fraud risk

218

Systems risk

219

Vendor risk management

219

Risk management of insurance operations

180

Other material risks

189

Reputational risk

189

224

Fiduciary risk

189

224

Pension risk

189

225

Sustainability risk

190

226

No appetite for deliberately or knowingly causing


detriment to consumers arising from our products and
services or incurring a breach of the letter or spirit of
regulatory requirements.
No appetite for inappropriate market conduct by a
member of staff or by any Group business.

Risk management framework


Managing risk effectively is fundamental to the delivery
of our strategic priorities. In doing so, we employ a risk
management framework at all levels of the organisation and
across all risk types. It fosters the continuous monitoring of
the risk environment and an integrated evaluation of risks
and their interactions. It also ensures that we have a
consistent approach to risk management across the Group.

219

Our enterprise risk management framework is


underpinned by our risk culture and is reinforced by
the HSBC Values and our Global Standards. These are
instrumental in aligning the behaviours of individuals with
the Groups attitude to assuming and managing risk and
helping to ensure that our risk profile remains in line with
our risk appetite.

1 Appendix to Risk risk policies and practices.


For details of HSBCs policies and practices regarding risk
management and governance see the Appendix to Risk on
page 193.

Our enterprise risk management framework is set out


overleaf.

HSBC HOLDINGS PLC

101

Corporate Governance

Zero tolerance for knowingly engaging in any business,


activity or association where foreseeable reputational
risk or damage has not been considered and/or
mitigated.

Financial Statements

Page

Shareholder Information

Risk

Report of the Directors: Risk (continued)


Managing risk

HSBC Culture and Values


The Board approves risk appetite, plans and performance targets
(page 256), which sets the tone from the top.
GRC advises on risk appetite, risk governance and other high-level
risk-related matters (page 266).
FSVC advises on financial crime and financial systems abuse (page 268).
CVC advises on polices and procedures to ensure we adhere to HSBC
Values (page 272).

Governance and Structure

Role of Board and its Committees


Group Risk
Committee
(GRC)

Financial System
Vulnerabilities Committee
(FSVC)

Conduct & Values


Committee
(CVC)

Formulate and implement strategy within risk appetite.


Responsible for risk governance and controls

Role of senior management

Risk appetite

Describes the types and quantum of risks we are prepared to accept in


achieving our medium- and long-term strategic goals (page 102).

Risk governance framework

Ensures appropriate oversight of and accountability for management of


risk (page 102).
Processes to identify, monitor and mitigate risks to ensure we remain
within our risk appetite (page 103).

Enterprise-wide risk management tools

Responsibilities

Risk map

Top and emerging risks

Three lines of defence


model

Identification
and Assessment

Our Three lines of defence model defines roles and responsibilities


for risk management (page 104).
Our risk culture empowers our people to do the right thing for our
customers, reinforced by our approach to remuneration (page 104).
An independent Risk function ensures the necessary balance in
risk/return decisions (page 104).

Independent Risk
function

People

Monitoring

Stress testing

Mitigation/
Management

Essential for the effective management of risk.

Reporting

Risks arising from our business activities that are measured,


monitored and managed (page 105).

Processes

Banking and insurance risks

Set by Risk Stewards for each of our material banking and insurance
risks (page 105).

Risk Policies and Practices

The Operational Risk Management Framework defines minimum standards


and processes for operational risks and internal controls across the Group
(page 176).

Internal Controls

Tools, Technology and Infrastructure

Governance and structure

Executive accountability for the ongoing monitoring,


assessment and management of the risk environment and
the effectiveness of our risk management policies resides
with the RMM, the Risk Management Meeting of the
Group Management Board (GMB). Day-to-day risk
management activities are the responsibility of senior
managers of individual businesses, supported by global
functions as described under Three lines of defence
below.

Corporate and risk governance


Robust risk governance and accountability are embedded
throughout the Group through an established framework
that ensures appropriate oversight of and accountability
for the effective management of risk.
The Board has ultimate responsibility for the effective
management of risk and approves HSBCs risk appetite.
The Board is advised on risk-related matters by the
following committees:

The consistency of governance structures across HSBC is


enforced through risk management committees, as set
out in our enterprise risk management framework, and
adherence to consistent standards and risk management
policies.

The Group Risk Committee advises the Board on


risk appetite and its alignment with strategy, risk
governance and internal controls, and high-level risk
related matters.

The executive and non-executive risk governance


structures and their interactions are set out on page 193,
with similar arrangements in place for major operating
subsidiaries.

The Financial System Vulnerabilities Committee reports


to the Board on matters relating to financial crime and
financial system abuse and provides a forward-looking
perspective on financial crime risk.

The report of the Group Risk Committee is on page 266, of the


Financial System Vulnerabilities Committee is on page 268, and
of the Conduct & Values Committee is on page 272.

The Conduct & Values Committee oversees the design


and application of HSBCs policies, procedures and
standards to ensure that we conduct business responsibly
and consistently adhere to HSBC Values, and advises the
Board accordingly.

Risk appetite
The Groups Risk Appetite Statement (RAS) is the written
articulation of the aggregated level and types of risk that
we are willing to accept in our business activities in order

HSBC HOLDINGS PLC

102

Risk appetite informs the strategic and financial planning


process, defining the desired forward-looking risk profile
of the Group. It is also embedded in other enterprise risk
tools such as top and emerging risks and stress testing, to
ensure consistency in risk management.

Our top and emerging risk framework enables us to identify


and manage current and forward-looking risks to ensure
our risk appetite remains appropriate. The ongoing
assessment of our top and emerging risks is informed by a
comprehensive suite of risk factors (see page 108) and the
results of our stress testing programme. When our top and
emerging risks result in our risk appetite being exceeded,
or have the potential to exceed, we take steps to mitigate
them, including reducing our exposure to areas of stress.

Global businesses, geographical regions and strategic


countries are required to have their own RASs, which are
subject to assurance to ensure they remain directionally
aligned to the Groups. All RASs and business activities are
guided and underpinned by a set of qualitative principles,
outlined in the Appendix to Risk on page 194. Additionally,
quantitative metrics are defined along with appetite and
tolerance thresholds for 10 risk areas.

Our current top and emerging risks are discussed on page 110.

Stress testing
Our stress testing and scenario analysis programme
examines the sensitivities of our capital plans and
unplanned demand for regulatory capital under a number
of scenarios and ensures that top and emerging risks are
appropriately considered. These scenarios include, but
are not limited to, adverse macroeconomic events, failures
at country, sector and counterparty levels, geopolitical
occurrences and a variety of projected major operational
risk events.

Enterprise-wide risk management tools


The following processes to identify, manage and mitigate
risks are integral to risk management at HSBC, helping to
ensure that we remain within our risk appetite.
Risk map
The risk map process provides a point-in-time view of the
risk profile of the Group across a suite of risk categories
including our material banking risks and insurance risks
(see page 105). It assesses the potential for these risks
to materially affect our financial results, reputation or
business sustainability on current and projected bases.

At Board level, the Group Chief Risk Officer and the Group
Finance Director are the two executive Directors jointly
accountable for oversight of stress testing in HSBC. The
Stress Testing Management Board, which is chaired by the
Group Finance Director, is responsible for stress testing
strategy and stewardship. Updates on stress testing are
provided regularly to the RMM. The Group Risk Committee
is informed and consulted on the banks stress testing
activities, as appropriate, and approves the key elements
of the Bank of England concurrent stress test, including
final results.

The risk categories presented on the risk map are regularly


assessed through our risk appetite profile, are stress tested
and, where thematic issues arise, are considered for
classification as top or emerging risks.
Top and emerging risks
Identifying, managing and monitoring risks are integral to
our approach to risk management. Our top and emerging
risks process provides a forward-looking view of those risks
which have the potential to threaten the execution of our
strategy and our global operations. Top and emerging risks
are generally described thematically, and may have an
impact across multiple risk map categories, global
businesses or regions.

The development of macroeconomic scenarios is a critical


part of the process. Potential scenarios are defined and
generated by a panel of economic experts from various
global teams, including Risk and Finance. Scenarios are
translated into financial impacts, such as on our forecast
profitability and RWAs, using a suite of stress testing
models and methodologies. Models are subject to
independent model review and go through a process of

HSBC HOLDINGS PLC

103

Strategic Report
Financial Review

The RAS is established and monitored as part of the Global


Risk Appetite Framework, which provides a globally
consistent and structured approach to the management,
measurement and control of risk by detailing the
processes, governance and other features of how risk
appetite is cascaded to drive day-to-day decision-making
through policies, limits and the control framework.

Corporate Governance

An emerging risk is defined as a thematic issue that


has large unknown components which may form and
crystallise beyond a one-year time horizon. If it were to
materialise, it could have a significant material effect on a
combination of the Groups long-term strategy, profitability
and reputation. Existing management action plans are
likely to be minimal, reflecting the uncertain nature of
these risks at this stage. Some high-level analysis and/or
stress testing may have been carried out to assess the
impact.

Financial Statements

The Groups actual risk appetite profile is reported to the


RMM on a monthly basis to enable senior management to
monitor the risk profile and guide business activity in order
to balance risk and return, allowing risks to be promptly
identified and mitigated, and inform risk-adjusted
remuneration to drive a strong risk culture across the
Group.

Shareholder Information

We define a top risk as a thematic issue arising across


any combination of risk map categories, regions or global
businesses which has the potential to have a material
effect on the Groups financial results, reputation or longterm business model, and which may form and crystallise
between six months and one year. The risk impact may
be well understood by senior management, with some
mitigating actions already in place. Stress tests of varying
granularity may also have been carried out to assess the
effect.

to achieve our medium to long-term business objectives.


It is a key component of our management of risk and is
reviewed on an ongoing basis, with formal approval from
the Board every six months on the recommendation of the
Group Risk Committee.

Report of the Directors: Risk (continued)


Managing risk

validation and approval. Model overlays may be considered


where necessary.

Responsibilities

Stress testing results are subject to a review and challenge


process at regional, global business and Group levels and
action plans are developed to mitigate identified risks. The
extent to which these action plans would be implemented
in the event of particular scenarios occurring depends on
senior managements evaluation of the risks and their
potential consequences, taking into account HSBCs risk
appetite.

We use the three lines of defence model to underpin


our approach to strong risk management. It defines
responsibilities for: identifying, assessing, measuring,
managing, monitoring and mitigating risks; encouraging
collaboration; and enabling efficient coordination of risk
and control activities.

In addition to the Group-wide risk scenarios, each major


HSBC subsidiary conducts regular macroeconomic and
event-driven scenario analyses specific to their region.
They also participate in local regulatory stress testing
programmes, where required.

People

Stress testing is applied to risks such as operational risk,


including market risk, liquidity and funding risk, credit risk
and conduct to evaluate the potential effects of stress
scenarios on portfolio values, structural long-term funding
positions, income or capital.

Clear and consistent employee communication on risk


conveys strategic messages and sets the tone from senior
leadership. We deploy a suite of mandatory training on
critical risk and compliance topics to embed skills and
understanding and strengthen the risk culture within HSBC.
It reinforces the attitude to risk in the behaviour expected
of employees, as described in our risk policies. The training
is updated regularly, describing technical aspects of the
various risks assumed by the Group and how they should
be managed effectively. A confidential disclosure line
enables staff to raise concerns (see page 179).

Three lines of defence

For details of the three lines of defence model, see page 177.

All employees are required to identify, assess and manage


risk within the scope of their assigned responsibilities and,
as such, they are critical to the effectiveness of the three
lines of defence.

Reverse stress testing is run annually on both Group and,


where required, subsidiary entity bases. This stress test is
conducted by assuming the business model is non-viable
and works backwards to identify a range of occurrences
that could bring that event about. Non-viability might occur
before the banks capital is depleted, and could result from
a variety of events, including idiosyncratic or systemic
events or combinations thereof. It could imply failure
of the Groups holding company or one of its major
subsidiaries. Reverse stress testing is used to strengthen
our resilience by identifying potential stresses and
vulnerabilities which the Group might face and helping to
inform early-warning triggers, management actions and
contingency plans designed to mitigate their effect, were
they to occur.

Our risk culture is reinforced by our approach to


remuneration. Individual awards, including those for
executives, are based on compliance with HSBC Values and
the achievement of financial and non-financial objectives
which are aligned to our risk appetite and global strategy.
For further information on risk and remuneration, see the Report
of the Group Remuneration Committee on page 270.

Independent Risk function

HSBC participated in regulatory stress testing programmes


in a number of jurisdictions during 2015, as outlined on
page 116. In addition, we have conducted an internal stress
test, incorporating the latest portfolio developments and
business plan. For this exercise management considers
that the Bank of England 2015 scenario reflects key risks
which merit examination at this time. The results of this
exercise are used for internal risk and capital management
processes, including the Internal Capital Adequacy
Assessment Process (ICAAP).

Global Risk, headed by the Group Chief Risk Officer,


is responsible for the enterprise risk management
framework. This includes establishing global policy,
monitoring risk profiles and forward-looking risk
identification and management. Global Risk also has
functional responsibility for risk management in support of
HSBCs global businesses and regions through its Risk subfunctions, which are independent from the sales and trading
functions of the Groups businesses. This independence
ensures the necessary balance in risk/return decisions.

HSBC HOLDINGS PLC

104

Processes
The material risk types associated with our banking and
insurance manufacturing operations are described in
the tables below.
Description of risks banking operations
Risks

Arising from

Measurement, monitoring and management of risk

Credit risk arises principally


from direct lending, trade
finance and leasing
business, but also from
certain other products such
as guarantees and
derivatives.

Credit risk is:


measured as the amount which could be lost if a customer or
counterparty fails to make repayments. In the case of derivatives,
the measurement of exposure takes into account the current
mark-to-market value to HSBC of the contract and the expected
potential change in that value over time caused by movements in
market rates;
monitored within limits approved by individuals within a
framework of delegated authorities. These limits represent the
peak exposure or loss to which HSBC could be subjected should the
customer or counterparty fail to perform its contractual
obligations; and
managed through a robust risk control framework which outlines
clear and consistent policies, principles and guidance for risk
managers.

Liquidity risk arises from


mismatches in the timing of
cash flows.
Funding risk arises when the
liquidity needed to fund
illiquid asset positions
cannot be obtained at the
expected terms and when
required.

Liquidity and funding risk is:


measured using internal metrics including stressed operational
cash flow projections, coverage ratios and advances to core
funding ratios;
monitored against the Groups liquidity and funding risk
framework and overseen by regional Asset and Liability
Management Committees (ALCOs), Group ALCO and the RMM;
and
managed on a stand-alone basis with no reliance on any Group
entity (unless pre-committed) or central bank unless this
represents routine established business-as-usual market practice.

Exposure to market risk is


separated into two
portfolios:
trading portfolios
comprise positions
arising from marketmaking and warehousing
of customer-derived
positions.
non-trading portfolios
comprise positions
that primarily arise
from the interest rate
management of our
retail and commercial
banking assets and
liabilities, financial
investments designated
as available for sale and
held to maturity, and
exposures arising from
our insurance operations
(page 180).

Market risk is:


measured in terms of value at risk, which is used to estimate
potential losses on risk positions as a result of movements in
market rates and prices over a specified time horizon and to a
given level of confidence, augmented with stress testing to
evaluate the potential impact on portfolio values of more extreme,
though plausible, events or movements in a set of financial
variables;
monitored using measures including the sensitivity of net interest
income and the sensitivity of structural foreign exchange which are
applied to the market risk positions within each risk type; and
managed using risk limits approved by the GMB for HSBC Holdings
and our various global businesses. These units are allocated across
business lines and to the Groups legal entities.

Strategic Report

Banking and insurance risks

The risk of financial loss if a


customer or counterparty fails to
meet an obligation under a
contract.

Financial Review

Credit risk (page 118)

The risk that movements in


market factors, including foreign
exchange rates and commodity
prices, interest rates, credit
spreads and equity prices, will
reduce our income or the value of
our portfolios.

Shareholder Information

Market risk (page 166)

Financial Statements

The risk that we do not have


sufficient financial resources to
meet our obligations as they fall
due or that we can only do so at
excessive cost.

Corporate Governance

Liquidity and funding risk (page 154)

HSBC HOLDINGS PLC

105

Report of the Directors: Risk (continued)


Managing risk

Risks

Arising from

Measurement, monitoring and management of risk

Operational risk arises from


day to day operations or
external events, and is
relevant to every aspect of
our business.
Compliance risk and
Fiduciary risk are discussed
below. Other operational
risks are covered in the
Appendix to Risk (page 217).

Operational risk is:

Compliance risk is part of


operational risk, and arises
from rules, regulations,
other standards and Group
policies, including those
relating to anti-money
laundering, anti-bribery and
corruption, counter-terrorist
and proliferation financing,
sanctions compliance and
conduct of business.
The US DPA is discussed on
page 113 and the Monitor
on page 116.

Compliance risk is:

Primary reputational risks


arise directly from an action
or inaction by HSBC, its
employees or associated
parties that are not the
consequence of another
type of risk. Secondary
reputational risks are those
arising indirectly and are a
result of another risk
caused either by HSBC, its
employees or associated
third parties.

Reputational risk is:

Fiduciary risk is part of


operational risk, and arises
from our business activities
where we act in a fiduciary
capacity (designated
businesses) as Trustee,
Investment Manager or
as mandated by law or
regulation.

Fiduciary risk is:

Operational risk (page 176)


The risk of loss resulting from
inadequate or failed internal
processes, people and systems or
from external events, including
legal risk.

measured using both the top risk analysis process and the risk
and control assessment process, which assess the level of risk and
effectiveness of controls;
monitored using key indicators and other internal control
activities; and
managed primarily by global business and functional managers.
They identify and assess risks, implement controls to manage
them and monitor the effectiveness of these controls utilising
the operational risk management framework. Global Operational
Risk is responsible for the framework and for overseeing the
management of operational risks within global businesses and
global functions.

Compliance risk (page 178)


The risk that we fail to observe
the letter and spirit of all relevant
laws, codes, rules, regulations
and standards of good market
practice, and incur fines and
penalties and suffer damage to
our business as a consequence.

measured by reference to identified metrics, incident assessments


(whether affecting HSBC or the wider industry), regulatory
feedback and the judgement and assessment of compliance
officers in our global businesses, regions and functions;
monitored against our compliance risk assessments and metrics,
the results of the monitoring and control activities of the second
line of defence functions, including the Financial Crime Compliance
and Regulatory Compliance sub-functions, and the results of
internal and external audits and regulatory inspections; and
managed by establishing and communicating appropriate policies
and procedures, training employees in them, and monitoring
activity to assure their observance. Proactive risk control and/or
remediation work is undertaken where required.

Other material risks


Reputational risk (page 189)
The risk of failure to meet
stakeholder expectations as a
result of any event, behaviour,
action or inaction, either by HSBC
itself, our employees or those
with whom we are associated,
that might cause stakeholders to
form a negative view of the
Group. This may result in financial
or non-financial impacts, loss of
confidence, or other
consequences.

measured by reference to our reputation as indicated by our


dealings with all relevant stakeholders, including media, regulators,
customers and employees;
monitored through a reputational risk management framework
that is integrated into the Groups broader risk taxonomy; and
managed by every member of staff and is covered by a number of
policies and guidelines. There is a clear structure of committees
and individuals charged with mitigating reputational risk, including
the Group Reputational Risk Policy Committee, the Global Risk
Resolution Committee and reputational risk committees in the
regions and global businesses.

Fiduciary risk (page 189)


The risk of breaching our fiduciary
duties, defined as any duty where
HSBC holds, manages, oversees or
has responsibilities for assets for
a third party that involves a legal
and/or regulatory duty to act
with the highest standard of care
and with utmost good faith.

measured by each designated business monitoring against their


own risk appetite statements and by the operational risk and
control assessment process, which assesses the level of risk and
the effectiveness of the key controls;
monitored through a combination of testing, key indicators and
other metrics such as client and regulatory feedback; and
managed within the designated businesses via established
governance frameworks, and comprehensive policies, procedures
and training programmes.

HSBC HOLDINGS PLC

106

Risks

Arising from

Measurement, monitoring and management of risk

Pension risk arises from


investments delivering an
inadequate return,
economic conditions leading
to corporate failures,
adverse changes in interest
rates or inflation, or
members living longer than
expected (longevity risk).
Pension risk includes
operational risks listed
above.

Pension risk is:

Sustainability risk arises


from the provision of
financial services to
companies or projects
which indirectly result in
unacceptable impacts on
people or on the
environment.

Sustainability risk is:

monitored through the specific risk appetite that has been


developed at both Group and regional levels; and
managed locally through the appropriate pension risk governance
structure and globally through the RMM.

Sustainability risk (page 190)


The risk that financial services
provided to customers by the
Group indirectly result in
unacceptable impacts on people
or on the environment.

measured by assessing the potential sustainability effect of a


customers activities and assigning a Sustainability Risk Rating to
all high risk transactions;
monitored quarterly by the RMM and monthly by Group
Sustainability Risk; and
managed using sustainability risk policies covering project finance
lending and sector-based sustainability policies for sectors and
themes with potentially high environmental or social impacts.

Our insurance manufacturing subsidiaries are separately


regulated from our banking operations. Risks in the
insurance entities are managed using methodologies and
processes appropriate to insurance activities, but remain
subject to oversight at Group level. Our insurance

operations are also subject to the operational risks and


the other material risk types presented above in relation to
the banking operations, and these are covered by the
Groups risk management processes.

Description of risks insurance manufacturing operations


Risks

Financial Review

measured in terms of the schemes ability to generate sufficient


funds to meet the cost of their accrued benefits;

Arising from

Measurement, monitoring and management of risk

Exposure to financial risks


arises from:

Financial risks are:

Corporate Governance

The risk that contributions from


Group companies and members
fail to generate sufficient funds to
meet the cost of accruing benefits
for the future service of active
members, and the risk that
the performance of assets held
in pension funds is insufficient
to cover existing pension
liabilities.

Strategic Report

Pension risk (page 189)

Financial risks (page 183)

credit risk and the


potential for financial
loss following the default
of third parties in
meeting their
obligations; and
liquidity risk of entities
not being able to
make payments to
policyholders as they
fall due as there are
insufficient assets that
can be realised as cash.

measured separately for each type of risk:


market risk is measured in terms of exposure to fluctuations in
key financial variables;
credit risk is measured as the amount which could be lost if a
customer or counterparty fails to make repayments; and
liquidity risk is measured using internal metrics including
stressed operational cash flow projections.
monitored within limits approved by individuals within a
framework of delegated authorities; and
managed through a robust risk control framework which outlines
clear and consistent policies, principles and guidance for risk
managers. Subsidiaries manufacturing products with guarantees
are usually exposed to falls in market interest rates and equity
prices to the extent that the market exposure cannot be managed
by utilising any discretionary participation (or bonus) features
within the policy contracts they issue.

HSBC HOLDINGS PLC

107

Financial Statements

market risk of changes


in the fair values of
financial assets or their
future cash flows from
fluctuations in variables
such as interest rates,
foreign exchange rates
and equity prices;

Shareholder Information

Our ability to effectively match


the liabilities arising under
insurance contracts with the
asset portfolios that back
them is contingent on the
management of financial risks
such as market, credit and
liquidity risks, and the extent
to which these risks are borne by
the policyholders.
Liabilities to policyholders under
unit-linked contracts move in line
with the value of the underlying
assets, and as such the
policyholder bears the majority
of the financial risks.
Contracts with DPF share the
performance of the underlying
assets between policyholders and
the shareholder in line with the
type of contract and the specific
contract terms.

Report of the Directors: Risk (continued)


Risks managed by HSBC

Risks

Arising from

Measurement, monitoring and management of risk

The cost of claims and


benefits can be influenced
by many factors, including
mortality and morbidity
experience, lapse and
surrender rates.

Insurance risk is:


measured in terms of life insurance liabilities;

Insurance risk (page 188)


The risk that, over time, the cost
of the contract, including claims
and benefits may exceed the total
amount of premiums and
investment income received.

monitored by the RBWM Risk Management Committee, which


checks the risk profile of the insurance operations against a
risk appetite for insurance business agreed by the GMB; and
managed both centrally and locally using product design,
underwriting, reinsurance and claims-handling procedures.

Risks incurred in our business activities


The chart below provides a high level guide to how our
business activities are reflected in our risk measures and
in the Groups balance sheet. The third-party assets and

liabilities indicate the contribution each business makes to


the balance sheet, while RWAs illustrate the relative size of
the risks incurred in respect of each business.

Exposure to risks arising from the business activities of global businesses


Other

HSBC

Global
business
Business
activities

RBWM

(including Holding Company)

CMB

Deposits
Accounts services
Credit and lending
Asset management
Wealth solutions and
financial planning
Broking
Insurance
(distribution; life
manufacturing)

GB&M

Deposits
Payments and cash
management
Credit and lending
International trade
and receivables
finance
Insurance
(distribution; life
manufacturing)

GPB

Deposits
Payments and cash
management
Balance sheet
management
Credit and lending
Asset and trade
finance
Corporate finance
Markets
Securities services

Balance
sheet1

Assets
Customer
accounts

$bn
473
585

Assets
Customer
accounts

$bn
365
362

$bn
Credit risk
390
Operational risk 31

Assets
Customer
accounts

$bn
1,617
262

$bn
Credit risk
285
Counterparty
credit risk
69
Operational risk 44
Market risk
43

HSBC holding
company and
central operations

Deposits
Account services
Credit and lending
Investment
management
Financial advisory
Broking
Corporate finance
(via GB&M)
Alternative
investments
Trusts and estate
planning
Insurance

Assets
Customer
accounts

$bn
81
80

$bn
147
1

RWAs

$bn
Credit risk
154
Operational risk 36

Risk
profile

Liquidity and funding risk (page 154), Pension risk (page 189), Fiduciary risk (page 189), Reputational risk (page 189),
Compliance risk (page 178), Sustainability risk (page 190) and Insurance risk (page 180). The latter is predominantly in RBWM and CMB.

Credit risk
Operational risk

$bn
16
3

Assets
Customer
accounts

Credit risk
Operational risk

$bn
32

For footnote, see page 191.

Risk factors

Macroeconomic and geopolitical risk

We have identified a comprehensive suite of risk factors


which covers the broad range of risks our businesses are
exposed to.

Current economic and market conditions may adversely


affect our results.
We are subject to political and economic risks in the
countries in which we operate, including the risk of
government intervention.

A number of the risk factors have the potential to affect


the results of our operations or financial condition, but
may not necessarily be deemed as top or emerging risks.
However, they inform the ongoing assessment of our top
and emerging risks. The risk factors are:

We may suffer adverse effects as a result of the


interaction between market perceptions surrounding
mainland Chinas slowdown, the course of global

HSBC HOLDINGS PLC

108

Our operations are subject to the threat of fraudulent


activity.

Changes in foreign currency exchange rates may affect


our results.

Our operations are subject to disruption from the


external environment.

Macro-prudential, regulatory and legal risks to our


business model

Our operations utilise third-party suppliers and service


providers.

Failure to implement and adhere to our obligations under


the deferred prosecution agreements could have a
material adverse effect on our results and operations.

Our operations are highly dependent on our information


technology systems.

We may fail to effectively manage affiliate risk.

Our operations have inherent reputational risk.

Failure to comply with certain regulatory requirements


could have a material adverse effect on our results and
operations.

We may suffer losses due to employee misconduct.

We may fail to meet the requirements of regulatory


stress tests.

Our financial statements are based in part on


judgements, estimates and assumptions which are
subject to uncertainty.

Strategic Report

Operational risks are inherent in our business.

monetary policies, economic conditions in the eurozone


and damage from plummeting oil prices, all of which may
result in further capital outflows from emerging markets.

We rely on recruiting, retaining and developing


appropriate senior management and skilled personnel.

We are subject to a number of legal and regulatory


actions and investigations, the outcomes of which
are inherently difficult to predict.

We could incur losses or be required to hold additional


capital as a result of model limitations or failure.

We are subject to unfavourable legislative or regulatory


developments and changes in the policy of regulators or
governments.

Third parties may use us as a conduit for illegal activities


without our knowledge.

We may fail to comply with all applicable regulations,


particularly any changes thereto.

Market fluctuations may reduce our income or the value


of our portfolios.

Financial Review

We may not be able to meet regulatory requests for data.

We and our UK subsidiaries may become subject to


stabilisation provisions under the Banking Act 2009, as
amended, in certain significant stress situations.

Liquidity, or ready access to funds, is essential to our


businesses.
Any reduction in the credit rating assigned to HSBC
Holdings, any subsidiaries of HSBC Holdings or any of
their respective debt securities could increase the cost
or decrease the availability of our funding and adversely
affect our liquidity position and interest margin.

Structural separation of banking and trading activities


proposed or enacted in a number of jurisdictions could
have a material adverse effect on us.
We are subject to tax-related risks in the countries in
which we operate.

Corporate Governance

We have significant exposure to counterparty risk.

Risks related to our business, business operations,


governance and internal control systems

Our insurance businesses are subject to risks relating


to insurance claim rates and changes in insurance
customer behaviour.

The delivery of our strategic actions is subject to


execution risk.

HSBC Holdings is a holding company and, as a result,


is dependent on loan payments and dividends from
its subsidiaries to meet its obligations, including
obligations with respect to its debt securities, and
to provide profits for payment of future dividends
to shareholders.

We may not achieve any of the expected benefits of our


strategic initiatives.
We may fail to increase the cross-selling and/or business
synergies required to achieve our growth strategy.
We operate in markets that are highly competitive.

We may be required to make substantial contributions


to our pension plans.

Shareholder Information

Our risk management measures may not be successful.

Financial Statements

Risks concerning borrower credit quality are inherent


in our businesses.

HSBC HOLDINGS PLC

109

Report of the Directors: Risk (continued)


Top and emerging risks

Top and emerging risks

affected by a prolonged or severe slowdown in regional


economic growth or contraction in global trade and
capital flows as a consequence.

Our approach to identifying and monitoring top and


emerging risks is described on page 103. Our current
top and emerging risks are as follows:

HSBCs results could be impacted by a prolonged period


of low oil prices, particularly in conjunction with a low
inflation environment and/or low or negative interest
rates.

Externally driven
Economic outlook and capital flows

The intensification of fragmentation risks in the EU could


have both political and economic consequences for
Europe.

Geopolitical risk
Turning of the credit cycle

Mitigating actions

Regulatory developments with adverse impact on


business model and profitability

We closely monitor economic developments in key


markets and sectors with the aim of ensuring trends
are identified, the implications for specific customers,
customer segments or portfolios are assessed, and
appropriate mitigating action which may include
revising key risk appetite metrics or limits is taken
as circumstances evolve.

Regulatory focus on conduct of business and


financial crime
Dispute risk
Regulatory commitments and consent orders
Cyber threat and unauthorised access to systems

We use internal stress testing and scenario analysis as


well as regulatory stress test programmes to evaluate
the impact of macroeconomic shocks on our businesses
and portfolios. Analyses undertaken on our oil and gas
portfolio and mainland China exposures are discussed
on page 117.

Economic outlook and capital flows


Economic growth remained subdued in 2015, with a number
of headwinds adversely affecting both developed and
emerging market countries.
The slowdown of the mainland Chinese economy has
dampened global trade flows and caused volatility in
currency and global stock markets. Market concerns persist
as to the scale of the slowdown and the potential for further
depreciation of the renminbi and emerging market
currencies.

Geopolitical risk
Our operations and portfolios are exposed to risks arising
from political instability, civil unrest and military conflict in
many parts of the world.
In the Middle East, the intervention of Russia and the rise of
the terrorist group, Daesh, have added to an already complex
civil war in Syria and further destabilised Iraq. These are
conflicts which show few signs of resolution. Daesh has
proved capable of carrying out attacks in neighbouring
countries and further afield. The lifting of sanctions following
a deal between Iran and the five permanent members of the
UN Security Council on the countrys nuclear programme has
done little to calm regional tensions.

Oil and gas prices fell further during 2015 and early 2016 as a
result of continuing global supply and demand imbalances,
raising the risk that any recovery in oil prices over the
medium term will be even more gradual than currently
expected. Although oil importers benefit from low prices,
low oil prices increase fiscal and financing challenges for
exporters and accentuate deflationary risks.
Emerging market economies have been affected by falling
commodity prices, the economic slowdown in mainland
China and a vulnerability to monetary policy normalisation
in the US. This has led to steep depreciation in several key
emerging market currencies against the US dollar and
substantial capital outflows.

Violence in Ukraine has abated but the conflict in the east of


the country has not been resolved. Sanctions imposed by the
US and EU against the Russian government, institutions and
individuals have damaged the Russian economy.
European states are experiencing heightened political
tension, reflecting concerns over migration, fears of
terrorism and the possibility that the UK may vote to exit the
EU following a referendum. An exit could have a significant
impact on UK, European and global macroeconomic
conditions, as well as substantial political ramifications.

The economic recovery in the eurozone remains fragile,


driven by a combination of low oil prices, a weak euro,
slowing growth and loose monetary policy. Populist parties
are in the ascendancy in several EU countries, helped by the
subdued economic backdrop as well as other issues such
as migration. A referendum on the UKs EU membership
is expected to occur within the lifetime of the current
Parliament, and may be held as early as mid-2016 (see
Geopolitical risk below). While the risk of Greece exiting
the EU has faded, the implementation of required structural
reforms could prove politically challenging.

In Asia, territorial disputes between Japan and China and


other states have strained diplomatic relations and are
testing the resolve of the US to defend freedom of
navigation.
Potential impact on HSBC
Our results are subject to the risk of loss from physical
conflicts or terrorist attacks, unfavourable political
developments, currency fluctuations, social instability
and changes in government policies in the jurisdictions
in which we operate.

Potential impact on HSBC


We earn a significant proportion of our profits from
our operations in Asia. Our results could be adversely

HSBC HOLDINGS PLC

110

Physical conflicts or terrorist attacks could expose our


staff to physical risk and/or result in physical damage to
our assets and disruption to our operations.

Where customers are either individually or collectively


assessed, regular portfolio reviews are undertaken for
sensitive portfolios to ensure that individual customer
or portfolio risks are understood and that the level of
facilities offered and our ability to manage through any
downturn are appropriate.

Mitigating actions
We continuously monitor the geopolitical outlook,
in particular in countries where we have material
exposures and/or a physical presence.
Our internal credit risk ratings of sovereign counterparties
take geopolitical factors into account and drive our
appetite for conducting business in those countries.
Where necessary, we adjust our country limits and
exposures to reflect our risk appetite and mitigate risks
as appropriate.

Regulatory developments with adverse impact on


business model and profitability
Financial service providers continue to face stringent
and costly regulatory and supervisory requirements,
particularly in the areas of capital and liquidity management,
conduct of business, financial crime, operational structures
and the integrity of financial services delivery. Government
intervention and control over financial institutions both on a
sector-wide basis and individually, together with measures
to reduce systemic risk, may significantly affect the
competitive landscape locally, regionally and/or globally
for some or all of the Groups businesses. These measures
may be introduced with different, potentially conflicting
requirements and to differing timetables by different
regulatory regimes. Regulatory changes may affect our
activities, both of the Group as a whole and of some or all
of our principal subsidiaries. These changes include:

We run internal stress tests and scenario analyses,


including reverse stress tests, on our portfolios that take
into account geopolitical scenarios, such as conflicts in
countries where we have a significant presence, or
political developments that could disrupt our operations,
including the potential effect of a UK exit on our business
model.
Turning of the credit cycle
The long-anticipated move by the US Federal Reserve Board
(FRB) to raise interest rates and the slowdown in mainland
Chinas economy, which is expected to continue, have
increased risk aversion in global markets. This tendency
has deepened since the turn of 2016, with market volatility
increasing. In 2015, emerging markets experienced net
capital outflows for the first time since 1988, with several
major currencies at decade-plus lows against the US dollar
and global corporate defaults rose to the highest since 2009.
2016 could see an intensification of these trends and the
appearance of stress in a wide array of credit segments,
particularly if monetary policy is tightened quickly, sentiment
regarding China worsens and oil prices fail to recover. The
combination of these factors with substantial amounts of
external refinancing being due in emerging markets in
2016-18 increases the risk of sharper and more protracted
volatility.

the UKs Financial Services (Banking Reform) Act 2013,


which requires the ring-fencing of our UK retail banking
activities from wholesale banking, together with the
structural separation of other activities required by
US legislation and rules (including the Volcker Rule
implemented in December 2013 under the Dodd-Frank
Act), and potential further changes under the European
Commissions Banking Structural Reform Regulation
which proposes similar structural reform for larger EU
banks as well as structural changes in other jurisdictions;
revisions in the regime for the operation of capital
markets, notably mandatory central clearing of over
the counter (OTC) derivatives and mandatory margin
requirements for non-cleared derivatives under the
Dodd-Frank Act, the EUs European Market Infrastructure
Regulation (EMIR) and similar local measures being
progressed in Hong Kong, Singapore and Canada;

Potential impact on HSBC

Shareholder Information

Impairment allowances or losses could begin to rise from


their historical lows in 2014 and 2015 if the credit quality
of our customers is affected by less favourable global
economic conditions in some markets.

Financial Review

We stress test those portfolios of particular concern to


identify sensitivity to loss, with management actions
taken to control appetite where necessary.

Corporate Governance

The effect of a UK exit from the EU on HSBC would


depend on the manner in which the exit occurs.
A disorderly exit could force changes to HSBCs operating
model, affect our ability to access ECB and high value
euro payments, and affect our transaction volumes due
to possible disruption to global trade flows.

Financial Statements

We closely monitor economic developments in key


markets and sectors, taking portfolio actions where
necessary including enhanced monitoring or reducing
limits and exposures.

Strategic Report

Mitigating actions

There may be impacts on the delinquency and losses in


some portfolios which may be impacted by worsening
macroeconomic conditions and their possible effects on
particular geographies or industry sectors.
Particular portfolios such as oil and gas may come under
particular strain which is partly cyclical and partly driven
by geopolitical concerns.

HSBC HOLDINGS PLC

111

Report of the Directors: Risk (continued)


Top and emerging risks

those arising from the Markets in Financial Instruments


Regulation/Directive (MiFID II), which includes
mandatory trading of derivatives on organised venues,
enhanced transparency and reporting requirements,
controls on high frequency and algorithmic trading,
changes to the use of dealing commissions and potential
future restrictions on the ability of non-EU Group
companies to provide certain services to EU based clients.
Aspects of MiFID II also further enhance protections for
investors in line with many regulators focus on the wider
conduct of business and delivery of fair outcomes for
customers;

Potential impact on HSBC


Proposed changes in and/or the implementation of
regulations including mandatory central clearing of OTC
derivatives, EMIR, ring-fencing and similar requirements,
MiFID II, the Volcker Rule, recovery and resolution plans,
tax information sharing initiatives and findings from
competition orientated enquiries and investigations may
affect the manner in which we conduct our activities and
how the Group is structured.
Requirements for higher levels of capital or TLAC may
increase the funding costs for the Group and reduce our
return on equity.

changes aimed at promoting effective competition in the


interests of consumers, including investigations ordered
by the UK Competition and Markets Authority and work
to increase competition more generally;

Mandatory central clearing of OTC derivatives also brings


new risks to HSBC in its role as a clearing member, as we
will be required to underwrite losses incurred by central
clearing counterparties from the default of other clearing
members and their clients. Hence central clearing brings
with it a new element of interconnectedness between
clearing members and clients which we believe may
increase rather than reduce our exposure to systemic risk.

the recommendations arising out of the Final Report


on the Fair and Effective Financial Markets Review
undertaken by the Bank of England, which include
changes to market conduct rules and forward looking
supervision in the operation of wholesale financial
markets in the UK;

Increased regulatory scrutiny of conduct of business


and management accountability may affect the industry
in areas such as employee recruitment and retention,
product pricing and profitability in both retail and
wholesale markets. HSBCs businesses may be affected by
these developments.

continued focus in the UK and elsewhere on matters


relating to management accountability, institutional
culture, employee conduct and increased obligations
on market abuse and whistleblowing. In the UK, this
includes implementing the individual accountability
regime and wider recommendations made by the
Parliamentary Commission on Banking Standards and
the activities of the Banking Standards Board;

These measures have the potential to increase our cost


of doing business and curtail the types of business we
can carry out, which may adversely affect future
profitability.

the Basel Committee on Banking Supervision (Basel


Committee) initiatives to enhance the risk sensitivity and
robustness of the standardised approaches, to minimise
reliance on internal models, and to incorporate capital
floors in the Basel capital framework;

Mitigating actions
We are engaged closely with governments and regulators
in the countries in which we operate to help ensure that
the new requirements are considered properly and can
be implemented in an effective manner.

the implementation of the Capital Requirements Directive


(CRD IV), notably the UK application of the capital
framework and its interaction with Pillar 2;

We have enhanced our governance around central


clearing counterparties and appointed specialists to
manage the associated liquidity and collateral risks.

proposals from the Financial Stability Board for global


systemically important banks (G-SIBs) to hold minimum
levels of capital and debt as total loss absorbing
capacity (TLAC), together with the Bank of Englands
consultation on UK implementation of MREL (for further
details, see Capital on page 239);

We continue to enhance and strengthen governance and


resourcing more generally around regulatory change
management and the implementation of required
measures to actively address this ongoing and significant
agenda of regulatory change.

requirements flowing from arrangements for the


resolution strategy of the Group and its individual
operating entities, which may have different effects
in different countries; and

Regulatory focus on conduct of business and


financial crime
Financial service providers are at risk of regulatory sanctions
or fines related to conduct of business and financial crime.
The incidence of regulatory proceedings against financial
service firms has become more common-place and may
increase in frequency due to increased media attention and
higher expectations from prosecutors and the public, with a
consequent increase also in civil litigation arising from or
relating to issues which are subject to regulatory
investigation, sanction or fine.

the continued risk of further changes to regulation


relating to taxes affecting financial service providers,
including financial transaction taxes and ongoing
implementation of initiatives to share tax information
such as the Common Reporting Standard introduced
by the Organisation for Economic Co-operation and
Development (OECD).

Regulators in the UK and other countries have continued


to increase their focus on conduct matters relating to fair

HSBC HOLDINGS PLC

112

Regulators in the UK and other countries may identify


future industry-wide mis-selling, market conduct or other
issues that could affect the Group. This may lead from
time to time to significant direct costs or liabilities
and/or changes in the practices of such businesses. Also,
decisions taken by the Financial Ombudsman Service in
the UK (or similar overseas bodies) could, if applied to a
wider class or grouping of customers, have a material
adverse effect on the operating results, financial
condition and prospects of the Group.

Breach of the US DPA or related agreements and consent


orders could have a material adverse effect on our
business, financial condition and results of operations,
including loss of business and withdrawal of funding,
restrictions on performing dollar-clearing functions
through HSBC Bank USA or revocation of bank licences.
Even if we are not determined to have breached these
agreements, but the agreements are amended or their
terms extended, our business, reputation and brand
could suffer materially.

Mitigating actions

Mitigating actions

We have taken a number of steps including introduction


of new global policies, enhancement to the product
governance processes, establishment of a global conduct
programme and review of sale processes and incentive
schemes (see Compliance risk on page 178).

We are continuing to take concerted action to remedy


AML and sanctions compliance deficiencies and to
implement Global Standards. We are also working to
implement the agreed recommendations flowing
from the Monitors 2013 and 2014 reviews, and will
implement the agreed recommendations from the
2015 review.

US deferred prosecution agreement and related


agreements and consent orders
An independent compliance monitor (the Monitor) was
appointed in 2013 under the 2012 agreements entered
into with the US Department of Justice (DoJ) and the UK
Financial Conduct Authority (FCA) to produce annual
assessments of the effectiveness of our AML and sanctions
compliance programme. Additionally, the Monitor is serving
as HSBCs independent consultant under the consent order
of the FRB. HSBC Bank USA is also subject to an agreement
entered into with the Office of the Comptroller of the
Currency (OCC) in December 2012, the Gramm-Leach-Bliley
Act Agreement and other consent orders. In January 2016,
the Monitor delivered his second annual follow-up review
report as required by the US DPA. The Monitors report is
discussed on page 116.

During 2015, we continued to make progress toward


putting in place a robust and sustainable AML and
sanctions compliance programme, including continuing
to build a strong Financial Crime Compliance subfunction, rolling out improved systems and infrastructure
to manage financial crime risk and improve transaction
monitoring and enhancing internal audits.

Strategic Report

HSBC may face regulatory censure or sanctions including


fines and/or be exposed to legal proceedings and
litigation.

Financial Review

Potential impact on HSBC

Corporate Governance

Under the terms of the US DPA, upon notice and an


opportunity to be heard, the DoJ has sole discretion to
determine whether HSBC has breached the US DPA.
Potential consequences of breaching the US DPA could
include the imposition of additional terms and conditions
on HSBC, an extension of the agreement, including its
monitorship, or the criminal prosecution of HSBC, which
could, in turn, entail further financial penalties and
collateral consequences.

outcomes for customers and orderly and transparent


operations in financial markets. For further details, see
Compliance risk on page 178.

HSBC is party to legal proceedings and regulatory matters in


a number of jurisdictions arising out of its normal business
operations. Further details are provided in Note 40 on the
Financial Statements.
Potential impact on HSBC

Potential impact on HSBC

Dispute risk may give rise to potential financial loss as


well as significant reputational damage. This in turn could
adversely affect customer, investor and other stakeholder
confidence.

The design and execution of AML and sanctions


remediation plans are complex and require major
investments in people, systems and other infrastructure.
This complexity creates significant execution risk, which
could affect our ability to effectively identify and manage
financial crime risk and remedy AML and sanctions
compliance deficiencies in a timely manner. This could, in
turn, impact our ability to satisfy the Monitor or comply
with the terms of the US DPA and related agreements
and consent orders, and may require us to take additional
remedial measures in the future.

Financial Statements

Dispute risk

We continue to focus on identifying emerging regulatory


and judicial trends, and sharing globally lessons learned in
an effort to avoid or limit future litigation exposure and
regulatory enforcement action.
We continue to review and enhance our financial crime
and regulatory compliance controls and resources.

HSBC HOLDINGS PLC

113

Shareholder Information

Mitigating actions

Report of the Directors: Risk (continued)


Top and emerging risks

Cyber threat and unauthorised access to systems

presents significant challenges for HSBC because a


significant number of our material risk takers are based
outside the EU.

Like other public and private organisations, we continue to


be a target of cyber attacks which, in some cases, disrupt
services including the availability of our external facing
websites, compromise organisational and customer
information or expose security weaknesses. Management of
cyber risks is coming under increased regulatory scrutiny.

The Senior Managers and Certification regimes and the


related Rules of Conduct, which come into force in 2017
for other employees, set clear expectations of the
accountabilities and behaviour of both senior and more
junior employees.

Potential impact on HSBC

Organisational changes to support the Groups strategy


and/or implement regulatory reform programmes have
the potential to lead to increased staff turnover.

A major cyber attack, which could result from


unauthorised access to our systems, may result in
financial loss as well as significant reputational damage
which could adversely affect customer and investor
confidence in HSBC. Any loss of customer data would also
trigger regulatory breaches which could result in fines and
penalties being incurred.

Mitigating actions
The changes in remuneration under the CRD IV
regulations, EBA guidelines and PRA remuneration rules
have necessitated a review of our remuneration policy,
especially the balance between fixed and variable pay, to
ensure we can remain globally competitive on a total
compensation basis and retain our key talent.

Mitigating actions
The security of our information and technology
infrastructure is crucial for maintaining our banking
applications and processes and protecting our customers
and the HSBC brand. We continue to strengthen our
ability to prevent, detect and respond to the everincreasing and sophisticated threat of cyber attacks by
enhancing our governance and controls framework and
technology infrastructure, processes and controls.

We continue to increase the level of specialist resource in


key areas, and to engage with our regulators as they
finalise new regulations.
Risks related to organisational change and disposals are
subject to close management oversight, especially in
those countries where staff turnover is particularly high.

We took part in the PRAs Cyber Vulnerability Testing


exercise during 2015 and are making further
enhancements to improve our resilience to, and
ability to recover from, cyber attacks.

Execution risk
Execution risk heightened during 2015 due to a number of
factors. Significant programmes are under way to deliver
nine business actions to capture value from our global
presence, announced at the Investor Update in June 2015.
These, along with the regulatory reform agenda and our
commitments under the US DPA require the management
of complex projects that are resource demanding and time
sensitive. In addition, the risks arising from the disposal of
our business in Brazil require careful management.

We have realigned the responsibilities and


accountabilities for cyber and information risk
management to align with the operational risk lines of
defence operational model and instigated a number of
security improvement programmes within IT.

Internally driven

Potential impact on HSBC

People risk

Risks arising from the number, magnitude and complexity


of projects underway to meet these demands may
include financial losses, reputational damage or
regulatory censure.

Execution risk
Third-party risk management
Model risk

The potential risks of disposals include regulatory


breaches, industrial action, loss of key personnel
and interruption to systems and processes during
business transformation. They can have both financial
and reputational implications.

Data management
People risk
Significant demands continue to be placed on our staff. The
cumulative workload arising from regulatory reform and
remediation programmes together with those related to the
delivery of our strategy is hugely consumptive of human
resources, placing increasingly complex and conflicting
demands on a workforce in a world where expertise is
often in short supply and globally mobile.

Mitigating actions
We have strengthened our prioritisation and governance
processes for significant projects, which are monitored by
the GMB.
We have invested in our project implementation and
IT capabilities and increased our focus on resource
management.

Potential impact on HSBC


Changes in remuneration policy and practice resulting
from CRD IV regulations, European Banking Authority
(EBA) Guidelines and PRA remuneration rules apply on a
Group-wide basis for any material risk takers. This

Risks relating to disposals are carefully assessed and


monitored and are subject to close management
oversight.

HSBC HOLDINGS PLC

114

Supervisory concerns over the internal models and


assumptions used by banks in the calculation of
regulatory capital have led to the imposition of floors in
risk weight and model parameters such as the loss given
default. Such changes have the potential to increase our
capital requirement and/or make it more volatile.

HSBC, in common with peers in the financial services


industry, utilises third parties for the provision of a range of
goods and services. Global regulators have raised concerns
regarding the dependency on third parties, and expect firms
to be able to demonstrate adequate control over the
selection, governance and oversight of their third parties
(including affiliates). Risks arising from the use of third-party
service providers may be less transparent and therefore
more challenging to manage or influence.

Our reputation may be questioned due to our inability


to comply with specific modelling and model risk
management requirements.

Strategic Report

Third-party risk management

HSBC is undertaking a multi-year strategic plan to


enhance its third-party risk management capability. We
are implementing a programme that will provide a holistic
view of third-party risks. This will enable the consistent
risk assessment of any third-party service against key
criteria, along with the associated control monitoring,
testing and assurance throughout the third-party
lifecycle.

We have hired additional subject matter experts as


part of our independent model review function and
empowered the function to ensure appropriate challenge
and feedback are given to models prior to and as part of
their ongoing use.
Data management

The Groups most critical third parties were identified and


subjected to enhanced risk assessment, with remediation
plans agreed where necessary. Plans are in place to
extend the assessment to a broader group of third
parties.

Regulators require more frequent and granular data


submissions, which must be produced on a consistent,
accurate and timely basis. As a G-SIB, HSBC must comply
with the principles for effective risk data aggregation and risk
reporting set out by the Basel Committee.

In addition, the highest priority third-party vendors in the


US went through enhanced risk assessment with findings
remediated in 2015. A risk monitoring solution was
implemented for all vendors and a due diligence solution
is in the process of being implemented.

Potential impact on HSBC

Model risk

Financial institutions that fail to meet their Basel


Committee data obligations by the required deadline may
face supervisory measures.

Ineffective data management capabilities could impact


our ability to aggregate and report complete, accurate
and consistent data to regulators, investors and senior
management on a timely basis.

We use models for a range of purposes in managing our


business, including regulatory and economic capital
calculations, stress testing, credit approvals, pricing, financial
crime and fraud risk management and financial reporting.
Model risk is the potential for adverse consequences as a
result of decisions based on incorrect model outputs and
reports or the use of such information for purposes for which
it was not designed. This risk can arise from models that
are poorly developed, implemented or used, or from the
modelled outcome being misunderstood and acted upon
inappropriately by management. The regulatory
environment and supervisory concerns over banks use
of internal models to determine regulatory capital is also
considerable, and further contributes to model risk.

Mitigating actions
We have set a data strategy for the Group and defined
Group-level principles, standards and policies to enable
consistent data aggregation, reporting and management.
We continue to focus on enhancing data governance,
quality and architecture to support our objectives of
ensuring reliability of information used in support of
internal controls and external financial reporting.
A number of key initiatives and projects to implement
our data strategy and work towards meeting our Basel
Committee data obligations are in progress.

Potential impact on HSBC


HSBC could incur losses, be required to hold additional
capital, fail to meet regulatory standards or incur higher
operating expenses due to the use of inappropriate
models or poor model risk management.

HSBC HOLDINGS PLC

115

Corporate Governance

Mitigating actions

Financial Statements

We have strengthened our governance over the


development, usage and validation of models including
the creation of centralised global analytical functions with
necessary subject-matter expertise.

Shareholder Information

We have strengthened our model risk governance


framework by establishing global model oversight
committees and implementing policies and standards in
accordance with key regulatory requirements.

Any deficiency in the management of third-party risk


could affect our ability to meet strategic, regulatory
and client expectations. This may lead to a range of
consequences including regulatory censure, civil
penalties or reputational damage.

Financial Review

Mitigating actions
Potential impact on HSBC

Report of the Directors: Risk (continued)


Areas of special interest

Areas of special interest

practices and planned capital actions, including the payment


of dividends, going forward.

During 2015, we considered a number of particular


areas because of the effect they may have on the
Group. Whilst these areas may already have been
identified in top and emerging risks, further details of
the actions taken during the year are provided below.

We are subject to regulatory stress testing in many


jurisdictions. These have increased both in frequency and in
the granularity of information required by supervisors. They
include the programmes of the Bank of England (BoE), the
FRB, the OCC, the EBA and the Hong Kong Monetary
Authority and other regulators. Assessment by regulators
is on both quantitative and qualitative bases, the latter
focusing on portfolio quality, data provision, stress testing
capability, forward-looking capital management processes
and internal management processes.

Financial crime compliance and regulatory


compliance
We continued to experience increased levels of compliance
risk as regulators and other agencies pursued investigations
into historical activities. Examples include continued
engagement with respect to compliance with AML and
sanctions law (historical investigations gave rise to the US
DPA and related FCA Direction), on-going interaction with
regulators relating to mis-selling of the PPI policies and
allegations of pressure selling in the UK, investigations in
relation to conduct in the foreign exchange market, and
benchmark interest rate and commodity price setting.
Details of these investigations and legal proceedings may
be found in Note 40 on the Financial Statements. The
work of the Monitor, who was appointed to assess
the effectiveness of our AML and sanctions compliance
programme, is discussed below.

In 2015, the Group took part in the BoEs concurrent stress


test exercise involving major UK banks. The 2015 stress
scenario incorporates a global recession in which
disinflationary pressures and weakening expectations of
growth lead to diminished risk appetite, falling commodity
prices and lower market liquidity. Several emerging
economies are adversely affected, as is the eurozone,
where the rate of deflation increases. The UK experiences
a downturn as the global recession affects exports and as
financial linkages and weaker confidence affects other parts
of the economy.
Selected key economic variables for the BoE 2015 concurrent
stress test, as specified by the BoE

The level of inherent compliance risk remained high in 2015


as the industry continued to experience greater regulatory
scrutiny and heightened levels of regulatory oversight and
supervision.

GDP UnemployHouse
growth1
ment2 Price Index
%
%
%

For further information about the Groups compliance risk


management, see page 178.

Hong Kong
China
UK

The Monitor

(5.6)
1.7
(3.1)

5.8

9.2

40
35
20

Equity
prices3
%
65

36

1 Worst quarter (percentage quarter on quarter year earlier).


2 Peak percentage.
3 Price fall percentage (start to trough).

Under the agreements entered into with the DoJ and the
FCA in 2012, including the five-year US DPA, the Monitor
was appointed to produce annual assessments of the
effectiveness of the Groups AML and sanctions compliance
programme.

The results were published by the BoE alongside the


Financial Stability Report on 1 December 2015. The stressed
CET1 capital ratio of HSBC was deemed by the BoE to fall
to a minimum of 7.7%, taking into account management
mitigating actions accepted by the BoE for this exercise. This
was above the hurdle ratio of 4.5% set for this exercise. The
leverage ratio fell to a minimum of 3.7% after management
actions, also above the minimum hurdle ratio of 3%.

In January 2016, the Monitor delivered his second annual


follow-up review report based on various thematic and
country reviews he had conducted over the course of 2015.
In his report, the Monitor concluded that, in 2015, HSBC
made progress in developing an effective and sustainable
financial crime compliance programme. However, he
expressed significant concerns about the pace of that
progress, instances of potential financial crime and systems
and controls deficiencies, whether HSBC is on track to meet
its goal to the Monitors satisfaction within the five-year
period of the US DPA and, pending further review and
discussion with HSBC, did not certify as to HSBCs
implementation of and adherence to remedial measures
specified in the US DPA. The US deferred prosecution
agreement and related agreements and consent orders
are discussed in top and emerging risks on page 113.

HSBC North America Holdings Inc. (HNAH) participated


in the 2015 Comprehensive Capital Analysis and Review
(CCAR) and the annual Dodd-Frank Act Stress Test (DFAST)
programmes as required by the FRB. In addition, HSBC Bank
USA N.A. (HSBC Bank USA) participated in the OCCs 2015
DFAST programme. The CCAR and DFAST submissions were
made on 5 January 2015 and their results publically disclosed
on 5 March 2015. On 11 March 2015, HNAH received notice
that the FRB did not object to its 2015 Capital Plan a key
component of the CCAR submission. Under DFAST, HNAH is
also required to conduct a company-run mid-cycle stress
test, the results of which were disclosed on 16 July 2015.
Under this test HNAH maintained capital levels in excess of
regulatory minimums; specifically, the stressed common
equity tier 1 ratio fell to a minimum of 7.5% compared with
a required level of 4.5%.

Regulatory stress tests


Stress testing is an important tool for regulators to assess
vulnerabilities in the banking sector and in individual banks,
the results of which could have a significant effect on
minimum capital requirements, risk and capital management

HSBC HOLDINGS PLC

116

Metals and mining

In October 2015, the BoE published details of its mediumterm approach to stress testing the UK banking system. Key
features of the approach include an annual cyclical stress
test and a biennial exploratory stress test, starting in 2017.

Precious metals, copper, nickel and zinc prices are generally


forecast to improve slightly in 2016. The outlook for steel,
aluminium and bulk metals is more negative due to a
combination of oversupply and reduction in demand. The
low oil and gas prices benefit most metals and mining
customers given that they are large consumers of energy.

Metals prices declined during 2015 although the pace and


extent of the price decline was more gradual than for oil
and gas.

The EBA plan to conduct stress tests in 2016. Details of their


proposed approach were published by them in November
2015.

Strategic Report

Other entities in the Group, including The Hongkong


and Shanghai Banking Corporation Limited and HSBC Bank
plc, continue to participate in regulatory stress tests
conducted at a subsidiary level by local regulators.

Mainland China exposures


Mainland Chinas economic growth rate slowed in 2014 and
2015 with a gross domestic product of 6.9% in 2015
compared with 7.3% in 2014 (2013: 7.7%). Chinas economic
growth rate remains very strong when compared with
developed western economies. Although the largest foreign
bank in China, HSBCs overall lending market share is very
small at about 0.2%. This allows us to be selective in our
lending to mainland China-related exposures, targeting high
quality lending centred around specific priority sectors.
The portfolio has continued to perform well with loan
impairment charges remaining at their existing low levels.

The overall portfolio of exposures directly exposed to oil and


gas companies had drawn risk exposures amounting to
about $29bn (2014: $34bn) with sub-sectoral distributions as
follows: integrated producers 48%, service companies 28%,
pure producers 17% and infrastructure companies 7%.
The credit quality distribution of the oil and gas portfolio was
as follows: strong and good categories made up 56% of
the portfolio, satisfactory 35%, sub-standard 7% and
impaired 2%. The majority of the exposures were located in
North America, Asia and Europe.
Oil and gas related counterparties have responded rapidly to
the changing economic outlook, cutting back on capital
expenditure as well as reducing operating expenses in order
to manage cash flows and sustain profitability.

The total mainland China portfolio had drawn risk exposures


of $143bn, of which $77bn was booked onshore, with the
remainder mainly booked in Hong Kong. Retail lending
amounted to $8bn, focused primarily on residential
mortgages in selected geographical areas. Wholesale lending
amounted to $135bn. 51% of the wholesale portfolio was
corporate lending with 26% to banks and the remainder to
China sovereign. The lending to banks was 99% investment
grade. The corporate portfolio was also of high quality with
62% of the portfolio of investment grade. Only 2% of the
corporate portfolio was rated substandard which compares
favourably with the Group as a whole. The corporate
portfolio was well diversified with less than 40% of lending to
state owned enterprises. The corporate real estate portfolio
amounted to about $15bn. This portfolio which is primarily
focused on tier 1 and tier 2 cities and the Pearl River Delta,
was managed carefully under a series of caps ensuring that
the lending to this sector remained within our risk appetite.

Large integrated producers remained resilient. Within the


pure producers sector, the higher cost entities such as shale
and oil sands producers showed more evidence of stress,
resulting in credit grade deterioration. Similarly, service
companies continued to be more vulnerable as producers
curtailed capital expenditures.
Individually assessed loan impairment charges in 2015
remained contained at approximately $0.3bn. Oil prices are
now predicted to remain lower for longer and the oil price
recovery is dependent on the removal of the excess supply
that currently exists in the market. In view of these factors
collective allowances for exposures related to oil and gas
were increased by $0.2bn at the end of the year. Total
allowances in respect of the oil and gas portfolio were
$0.6bn.

Our resultant ability to be selective in our lending and apply


our traditionally strong underwriting standards means we
have a high quality portfolio which we would expect to be
resilient even in a situation where mainland Chinas growth
rate slows further.

The sector remains under enhanced monitoring with risk


appetite and new lending has been significantly curtailed.

HSBC HOLDINGS PLC

117

Corporate Governance

Given the pressures in metals prices the metals and mining


sector is under heightened management review.

Financial Statements

Oil and commodity prices have remained low since the


middle of 2014 as a result of existing global supply and
demand imbalances, with significant price declines in late
2015 and early 2016. Continued lower oil prices cause
increased credit risks within oil-related industries together
with fiscal and financing challenges for energy exporters.

Shareholder Information

Oil and gas prices

Financial Review

Our total drawn risk exposure to metals and mining was


$18bn (steel and aluminium $9bn, copper, nickel and zinc
$4bn, iron ore and metallurgical coal $3bn, precious metals
$2bn). Individually assessed loan impairments were $0.1bn.

Report of the Directors: Risk (continued)


Credit risk

Credit risk
Credit risk

Page

App1

Tables

120

195

Summary of credit risk


Gross loans to customers and banks over five years
Loan impairment charge over five years
Loan impairment charges by geographical region
Loan impairment charges by industry
Loan impairment allowances over five years

Credit risk management


Assets held for sale

121

Loans and advances to customers and banks measured


at amortised cost
Gross loans and impairment allowances on loans and
advances to customers and banks reported in Assets
held for sale
Loan impairment charges and other credit risk provisions

122
122
122

Concentration of exposure
Financial investments
Trading assets
Derivatives
Loans and advances

123
123
124
124
124

196

Credit quality of financial instruments


Credit quality classification
Past due but not impaired gross financial instruments

125

196
196

Impairment of loans and advances

127

128
129

197

132

Impairment assessment
Wholesale lending
Commercial real estate

120
121
121
121
121
121

195

Credit exposure
Maximum exposure to credit risk
Other credit risk mitigants

Impaired loans
Renegotiated loans and forbearance

Page

121

122
122

Maximum exposure to credit risk


Loan and other credit-related commitments

123
123

Gross loans and advances by industry sector and by


geographical region

124

Distribution of financial instruments by credit quality


Past due but not impaired gross financial instruments by
geographical region
Ageing analysis of days for past due but not impaired
gross financial instruments

125

Movement in impaired loans by geographical region


Renegotiated loans and advances to customers by
geographical region
Movement in renegotiated loans and advances to
customers by geographical region
Renegotiated loans by arrangement type:
corporate and commercial and financial
Renegotiated loans by arrangement type:
personal lending
Loan impairment charge to the income statement by
industry sector
Loan impairment charge to the income statement by
assessment type
Charge for impairment losses as a percentage of
average gross loans and advances to customers
by geographical region
Movement in impairment allowances by industry sector
and geographical region
Movement in impairment allowances on loans and
advances to customers and banks

128

Total wholesale lending


Commercial real estate lending
Commercial real estate loans and advances maturity
analysis
Commercial real estate loans and advances including loan
commitments by level of collateral
Other corporate, commercial and non-bank financial
institutions loans and advances including loan
commitments by level of collateral rated CRR/EL8 to
10 only

136
137

127
127

130
131
132
132
132
132

133
134
135

201
135
137

HSBC HOLDINGS PLC

118

138
139

140

Reverse repos non-trading by geographical region


Loan Management Unit

143

Personal lending
Mortgage lending
Other personal lending

143
144
145

Notional contract amounts and fair values of derivatives


by product type
OTC collateral agreements by type
Reverse repos non-trading by geographical region

Page

142
142
143

202

HSBC Finance loan modifications and re-age


programmes
Collateral and other credit enhancements held

146
147

Supplementary information

148

Refinance risk

Total personal lending


UK interest-only mortgage loans
HSBC Finance US Consumer and Mortgage Lending
residential mortgages
Trends in two months and over contractual delinquency
in the US
Gross loan portfolio of HSBC Finance real estate secured
balances
Number of renegotiated real estate secured accounts
remaining in HSBC Finances portfolio

Residential mortgage loans including loan commitments


by level of collateral

143
145
145
146
146
146

147

Gross loans and advances by industry sector over 5 years


Reconciliation of reported and constant currency impaired
loans, allowances and charges by geographical region
Reconciliation of reported and constant currency loan
impairment charges to the income statement
Loan impairment charges by industry sector over 5 years
Charge for impairment losses as a percentage of average
gross loans and advances to customers
Movement in impairment allowances over 5 years
Gross loans and advances to customers by country

148

HSBC Holdings maximum exposure to credit risk

152

Carrying amount of HSBCs consolidated holdings of ABSs


Definitions and classifications of ABSs and CDOs

153
203

149
149
150
150
150
151

203

HSBC Holdings

152

Securitisation exposures and other structured


products

152

203

Shareholder Information

Financial Statements

1 Appendix to Risk risk policies and practices.

Strategic Report

141
141

Tables

Financial Review

Other credit risk exposures


Derivatives

App1

Corporate Governance

Page

HSBC HOLDINGS PLC

119

Report of the Directors: Risk (continued)


Credit risk

Summary of credit risk

Credit risk
Credit risk is the risk of financial loss if a customer
or counterparty fails to meet an obligation under a
contract. It arises principally from direct lending, trade
finance and leasing business, but also from other
products such as guarantees and credit derivatives
and from holding assets in the form of debt securities.

At year-end
Maximum exposure to credit risk
total assets subject to
credit risk
off-balance sheet
commitments subject
to credit risk2

There have been no material changes to the policies and


practices for the management of credit risk in 2015.
A summary of our current policies and practices regarding credit
risk is provided in the Appendix to Risk on page 193.

Gross loans and advances


personal lending
wholesale lending

Our maximum exposure to credit risk is presented on


page 122 and credit quality on page 125. While credit risk
arises across most of our balance sheet, losses have
typically been incurred on loans and advances and
securitisation exposures and other structured products. As
a result, our disclosures focus primarily on these two areas.

Impaired loans
personal lending
wholesale lending
Impaired loans as a % of
gross loans and advances
personal lending
wholesale lending
total

Our exposures to mainland China and the effects of the


decline in metals and mining and oil and gas prices are
provided in Areas of special interest on page 116.
In 2015, reported gross loans and advances declined by
$75bn, mainly due to foreign exchange effects reducing
balances by $51bn and the reclassification of Brazilian
assets as Assets held for sale reducing balances by a
further $31bn. Additional details relating to the Brazilian
reclassification are provided on page 121. Excluding foreign
exchange movements and the reclassification, both
wholesale and personal lending grew.

Impairment allowances
personal lending
wholesale lending
Loans and advances net of
impairment allowances
For year ended 31 December
Loan impairment charge
personal lending
wholesale lending
Other credit risk provisions

Loan impairment charges reduced by $0.5bn or 11%


compared with 2014 with notable decreases in Latin
America from favourable foreign exchange effects.
Information on constant currency movements is provided
on page 148. While tables are presented on a reported
basis, the commentary that follows in this summary section
excludes the effects of the Brazilian reclassification and is
on a constant currency basis.

2015
$bn

2014
$bn

2,234

2,434

Page

713

699

2,947

3,133

123

374
650

393
706

143
136

1,024

1,099

124

12
12

15
14

128
128

24

29

128

3.1%
1.9%
2.3%

3.9%
2.0%
2.7%

$bn

$bn

2.9
6.7

4.6
7.8

135
136

9.6

12.4

134

1,015

1,087

3.6
1.8
1.8
0.1

4.1
1.8
2.3
(0.2)

3.7

3.9

133
132
132

For footnote, see page 191.

In 2015, wholesale and personal gross loans and advances


grew by $0.5bn and $7bn, respectively.
In wholesale lending, Asia balances decreased by $9.6bn
and were partly offset by an increase of $7.5bn in North
America and $3.2bn in Europe. Middle East and North
Africa decreased $1.2bn and Latin America remained
relatively unchanged.
In personal lending, Asia balances grew by $7.4bn across
both its mortgage and other personal lending, and there
was a $1.9bn increase in the Premier mortgage portfolio
in the US and Canada. The increase was partly offset by a
$5.0bn reduction in the US CML portfolio as a result of the
ongoing run-off of the portfolio and continued loan sales.
Loan impairment charges increased by $0.2bn compared
with 2014, notably in Middle East and North Africa and
North America.

HSBC HOLDINGS PLC

120

Assets held for sale

Gross loans to customers and banks over five years ($bn)


12

14

18

15

15

698

666

647

2013

2012

2011

12

15

19

24

27

362

378

392

391

367

638

692

2015

2014

2013

2012

2011

2015

2014

Personal

During 2015, gross loans and advances and related


impairment allowances arising in our Brazilian operations
were reclassified from Loans and advances to customers
and Loans and advances to banks to Assets held for sale
in the balance sheet.
Disclosures relating to assets held for sale are provided in
the following credit risk management tables, primarily
where the disclosure is relevant to the measurement of
these financial assets:

Wholesale

Loan impairment charge over five years ($bn)

Maximum exposure to credit risk (page 122);

Past due but not impaired gross financial instruments by


geographical region (page 127); and

5.4
3.1
1.8

2015

2014

2013

2012

2011

2015

2.9

2.8

2013

2012

2.3

1.8

2014

Personal

Ageing analysis of days past due but not impaired gross


financial instruments (page 127).

2.2

Although there was a reclassification on the balance sheet,


there was no separate income statement reclassification.
As a result, charges for loan impairment losses shown in
the credit risk disclosures include loan impairment charges
relating to financial assets classified as Assets held for sale.

2011

Wholesale

Loan impairment charges by geographical region ($bn)


2015

2014

Financial Review

Distribution of financial instruments by credit quality


(page 125);

9.3

1.8

Strategic Report

(Audited)

Impaired
Not impaired

Loans and advances to customers and banks measured at


amortised cost

1.4

(Audited)

1.1
0.7 0.6

0.3

0.3

Asia

MENA

North
America

Latin
America

Loan impairment charges by industry ($bn)


2015
1.7

0.3

(0.1)
First lien
residential
mortgages

Other
personal
lending

Commercial
real
estate

Other
corporate
commercial

Loan impairment allowances ($bn)


Loan impairment allowances as a % of impaired loans

30%

2.9

4.6

2015

2014

54%

55%

53%

51%

8.6

8.0

7.9

2013

2012

2011

48%

35%

35%

37%

6.6

8.2

9.8

6.7

7.8

2013

2012

2011

2015

2014

Personal

(9,573)
(1,454)

At 31 December 2015

1,048,972

(11,027)

Lending balances held for sale continue to be measured


at amortised cost less allowances for impairment; such
carrying amounts may differ from fair value. Any difference
between the carrying amount and the sales price, which is
the fair value at the time of sale, would be recognised as a
gain or loss at the time of sale.

Financial

Loan impairment allowances over five years

25%

1,024,428
24,544

At 31 December 2014, the gross loans and advances and


related impairment allowances of our Brazilian operations
were $31bn and $1.7bn, respectively. Gross loans and
advances reduced by $8.5bn, mainly as a result of foreign
exchange movements.

2.0
1.6

0.2

As reported
Reported in Assets held for sale

2014

1.9

0.1

Impairment
allowances
on loans and
advances
$m

See Note 23 on the Financial Statements for the carrying amount


and the fair value at 31 December 2015 of loans and advances to
banks and customers classified as held for sale.

Wholesale

HSBC HOLDINGS PLC

121

Financial Statements

Europe

Total gross
loans and
advances
$m

0.5

Shareholder Information

0.7

Corporate Governance

2.0

Report of the Directors: Risk (continued)


Credit risk

Gross loans and impairment allowances on loans and advances to customers and banks reported in Assets held for sale
(Audited)

Brazil
$m

Other
$m

Total
$m

18,103
5,571
12,532

2,042
40
2,002

20,145
5,611
14,534

4,399
331
4,068

4,399
331
4,068

At 31 December 2015

22,502

2,042

24,544

Impairment allowances
Loans and advances to customers
personal
corporate and commercial

(1,433)
(664)
(769)

Gross loans
Loans and advances to customers
personal
corporate and commercial
Financial
non-bank financial institutions
banks

Financial
non-bank financial institutions
banks
k
At 31b December
2015

The table below analyses the amount of LICs arising from


assets held for sale. The held for sale assets primarily relate
to the Brazilian operations.

2015
$m

Year ended 31 December

3,722

(1,433)

(21)

(1,454)

The table presents our maximum exposure to credit risk from


balance sheet and off-balance sheet financial instruments
before taking account of any collateral held or other credit
enhancements (unless such enhancements meet accounting
offsetting requirements). For financial assets recognised on the
balance sheet, the maximum exposure to credit risk equals their
carrying amount; for financial guarantees and similar contracts
granted, it is the maximum amount that we would have to pay
if the guarantees were called upon. For loan commitments and
other credit-related commitments, it is generally the full amount
of the committed facilities.
The offset in the table relates to amounts where there is a legally
enforceable right of offset in the event of counterparty default
and where, as a result, there is a net exposure for credit risk
purposes. However, as there is no intention to settle these
balances on a net basis under normal circumstances, they do
not qualify for net presentation for accounting purposes. No
offset has been applied to off-balance sheet collateral. In the
case of derivatives the offset column also includes collateral
received in cash and other financial assets.

(Audited)

965
2,757

(1,454)
(664)
(790)

Maximum exposure to credit risk table (page 123)

Loan impairment charges and other credit risk provisions

LICs arising from:


assets held for sale
assets not held for sale

(21)

(21)

Credit exposure
Maximum exposure to credit risk
(Audited)

The table on page 123 provides information on balance sheet


items, offsets and loan and other credit-related commitments.
Commentary on balance sheet movements is provided on page 62.

The offset in derivatives decreased in line with the


decrease in maximum exposure amounts.

Other credit risk mitigants

The offset on corporate and commercial loans to customers


decreased by $15bn. This reduction was mainly related to
corporate overdraft balances where a small number of
clients benefited from the use of net interest arrangements
across overdrafts and deposits. As a result, while net risk
exposures are generally stable, gross balances can be
volatile.

While not disclosed as an offset in the Maximum exposure


to credit risk table, other arrangements are in place which
reduce our maximum exposure to credit risk. These include
a charge over collateral over borrowers specific assets
such as residential properties. Other credit risk mitigants
include short positions in securities and financial assets
held as part of linked insurance/investment contracts
where the risk is predominantly borne by the policyholder.
In addition, we hold collateral in the form of financial
instruments that are not recognised on the balance sheet.
See Note 32 and from page 139 and page 147 respectively on the
Financial Statements for further details on collateral in respect of
certain loans and advances and derivatives.

HSBC HOLDINGS PLC

122

Maximum exposure to credit risk


(Audited)

Offset
$m

Net
$m

98,934
5,768
28,410

129,957
4,927
27,674

129,957
4,927
27,674

158,346
7,829
99,038
22,303
29,176

158,346
7,829
99,038
22,303
29,176

228,944
16,170
141,532
27,581
43,661

228,944
16,170
141,532
27,581
43,661

4,857
396
4,341
120

4,857
396
4,341
120

9,031
56
8,891
84

9,031
56
8,891
84

Derivatives

288,476

(258,755)

29,721

345,008

(313,300)

31,708

Loans and advances to customers held at amortised cost


personal
corporate and commercial
non-bank financial institutions

924,454
371,203
493,078
60,173

(52,190)
(5,373)
(44,260)
(2,557)

872,264
365,830
448,818
57,616

974,660
388,954
535,184
50,522

(67,094)
(4,412)
(59,197)
(3,485)

907,566
384,542
475,987
47,037

Trading assets
Treasury and other eligible bills
debt securities
loans and advances to banks
loans and advances to customers
Financial assets designated at fair value
Treasury and other eligible bills
debt securities
loans and advances to banks
loans and advances to customers

Loans and advances to banks held at amortised cost

98,934
5,768
28,410

90,401

(53)

90,348

112,149

(258)

111,891

146,255
423,120
104,551
318,569

(900)

145,355
423,120
104,551
318,569

161,713
404,773
81,517
323,256

(5,750)

155,963
404,773
81,517
323,256

Assets held for sale


disposal groups
non-current assets held for sale

40,078
38,097
1,981

40,078
38,097
1,981

1,375
889
486

1,375
889
486

Other assets
endorsements and acceptances
other

25,310
9,149
16,161

25,310
9,149
16,161

33,889
10,775
23,114

33,889
10,775
23,114

2,234,409

(311,898)

1,922,511

2,434,100

(386,402)

2,047,698

712,546
46,116
666,430

712,546
46,116
666,430

698,458
47,078
651,380

698,458
47,078
651,380

2,946,955

(311,898)

2,635,057

3,132,558

(386,402)

2,746,156

Reverse repurchase agreements non-trading


Financial investments
Treasury and other similar bills
debt securities

Total balance sheet exposure to credit risk


Total off-balance sheet2
financial guarantees and similar contracts
loan and other credit-related commitments2
At 31 December

Financial Review

Net
$m

Cash and balances at central banks


Items in the course of collection from other banks
Hong Kong Government certificates of indebtedness

Offset
$m

Strategic Report

2014
Maximum
exposure
$m

Corporate Governance

2015
Maximum
exposure
$m

Europe
$m

Asia
$m

MENA
$m

North
America
$m

Latin
America
$m

Total
$m

Personal
Corporate and commercial
Financial

70,013
105,303
20,230

103,153
159,947
11,619

3,092
20,139
186

14,510
102,369
24,543

12,175
18,155
996

202,943
405,913
57,574

At 31 December 2015

195,546

274,719

23,417

141,422

31,326

666,430

86,247
98,045
26,605

96,497
138,366
9,355

2,995
20,141
711

15,636
102,911
23,559

11,679
17,540
1,093

213,054
377,003
61,323

210,897

244,218

23,847

142,106

30,312

651,380

Personal
Corporate and commercial
Financial
At 31 December 2014
For footnote, see page 191.

Concentration of exposure

Financial investments

The geographical diversification of our lending portfolio


and our broad range of global businesses and products
ensured that we did not overly depend on a few markets
to generate growth in 2015. This diversification also
supported our strategy for growth in faster-growing
markets and those with international connectivity.

Our holdings of available-for-sale government and


government agency debt securities, corporate debt
securities, ABSs and other securities were spread across
a wide range of issuers and geographical regions in 2015,
with 14% invested in securities issued by banks and
other financial institutions and 75% in government or

HSBC HOLDINGS PLC

123

Shareholder Information

Loan and other credit-related commitments2

Financial Statements

For footnote, see page 191.

Report of the Directors: Risk (continued)


Credit risk

Derivatives

government agency debt securities. We also held assets


backing insurance and investment contracts.

Derivative assets were $288bn at 31 December 2015 (2014:


$345bn). Details of derivative amounts cleared through an
exchange, central counterparty and non-central
counterparty are shown on page 142.

For an analysis of financial investments, see Note 17 on the


Financial Statements.

Trading assets

For an analysis of derivatives, see page 141 and Note 16 on the


Financial Statements.

Trading securities remained the largest concentration


within trading assets at 77% in 2015 and 2014. The largest
concentration within the trading securities portfolio was in
government and government agency debt securities. We
had significant exposures to US Treasury and government
agency debt securities ($15bn) and UK ($10bn) and Hong
Kong ($6.5bn) government debt securities.

Loans and advances


The following tables analyse loans by industry sector and
by the location of the principal operations of the lending
subsidiary or, in the case of the operations of The
Hongkong and Shanghai Banking Corporation, HSBC Bank,
HSBC Bank Middle East Limited and HSBC Bank USA, by the
location of the lending branch. Excluding the effect of the
classification of Brazilian assets as Assets held for sale,
the distribution of loans across geographical regions
and industries remained similar to last year.

For an analysis of debt and equity securities held for trading, see
Note 12 on the Financial Statements.

For an analysis of loans and advances by country see page 151.

Gross loans and advances by industry sector and by geographical region


(Audited)

Europe
$m

Asia
$m

MENA
$m

North
America
$m

Latin
America
$m

Total
$m

As a %
of total
gross loans

Personal
first lien residential mortgages
other personal3

170,526
125,544
44,982

132,707
94,606
38,101

6,705
2,258
4,447

58,186
50,117
8,069

5,958
1,986
3,972

374,082
274,511
99,571

36.5
26.8
9.7

Wholesale
Corporate and commercial
manufacturing
international trade and services
commercial real estate
other property-related
government
other commercial4

191,765
39,003
62,667
26,256
7,323
3,653
52,863

211,224
34,272
72,199
32,371
35,206
1,132
36,044

22,268
2,504
9,552
690
1,908
1,695
5,919

62,882
17,507
11,505
7,032
8,982
203
17,653

11,374
2,572
3,096
1,577
45
772
3,312

499,513
95,858
159,019
67,926
53,464
7,455
115,791

48.8
9.4
15.5
6.7
5.2
0.7
11.3

Financial
non-bank financial institutions
banks

51,969
33,621
18,348

68,321
13,969
54,352

10,239
2,321
7,918

16,308
9,822
6,486

3,996
681
3,315

150,833
60,414
90,419

14.7
5.9
8.8

243,734

279,545

32,507

79,190

15,370

650,346

63.5

414,260

412,252

39,212

137,376

21,328

1,024,428

100.0

40.4%

40.3%

3.8%

13.4%

2.1%

100.0%

Personal
first lien residential mortgages
other personal3

178,531
131,000
47,531

129,515
93,147
36,368

6,571
2,647
3,924

65,400
55,577
9,823

13,537
4,153
9,384

393,554
286,524
107,030

35.8
26.0
9.8

Wholesale
Corporate and commercial
manufacturing
international trade and services
commercial real estate
other property-related
government
other commercial4

212,523
39,456
76,629
28,187
7,126
2,264
58,861

220,799
37,767
72,814
35,678
34,379
1,195
38,966

20,588
2,413
9,675
579
1,667
1,552
4,702

57,993
15,299
13,484
6,558
8,934
164
13,554

30,722
12,051
8,189
2,291
281
968
6,942

542,625
106,986
180,791
73,293
52,387
6,143
123,025

49.4
9.7
16.4
6.7
4.8
0.6
11.2

Financial
non-bank financial institutions
banks

45,081
23,103
21,978

76,957
13,997
62,960

13,786
3,291
10,495

16,439
9,034
7,405

10,753
1,393
9,360

163,016
50,818
112,198

14.8
4.6
10.2

257,604

297,756

34,374

74,432

41,475

705,641

64.2

436,135

427,271

40,945

139,832

55,012

1,099,195

100.0

39.7%

38.9%

3.7%

12.7%

5.0%

100.0%

Total wholesale
Total gross loans and advances
at 31 December 2015
Percentage of total gross loans and advances

Total wholesale
Total gross loans and advances
at 31 December 2014
Percentage of total gross loans and advances
For footnotes, see page 191.

HSBC HOLDINGS PLC

124

Distribution of financial instruments by credit quality


(Audited)

Strong
Cash and balances at central banks
Items in the course of collection from
other banks
Hong Kong Government certificates of
indebtedness

Good Satisfactory

Substandard

Past due
but not
impaired

Impaired

Total
gross Impairment
amount allowances5
$m

Total

$m

$m

$m

$m

$m

$m

$m

97,365

583

939

47

98,934

98,934

$m

5,318

32

416

5,768

5,768

28,410

28,410

28,410

116,633
6,749
77,088

21,243
790
10,995

19,894
190
10,656

576
100
299

158,346
7,829
99,038

158,346
7,829
99,038

14,546
18,250

4,391
5,067

3,239
5,809

127
50

22,303
29,176

22,303
29,176

3,037
139
2,898

701
193
508

736

616

383
64
319

4,857
396
4,341

4,857
396
4,341

120

120

120

Derivatives6

248,101

32,056

7,209

1,110

288,476

288,476

Loans and advances to customers held


at amortised cost7
personal
corporate and commercial
non-bank financial institutions

472,691
309,720
127,673
35,298

214,152
29,322
168,772
16,058

194,393
15,021
171,466
7,906

16,836
944
15,379
513

12,179
7,568
4,274
337

23,758
11,507
11,949
302

934,009
374,082
499,513
60,414

(9,555)
(2,879)
(6,435)
(241)

924,454
371,203
493,078
60,173

407

20

90,419

(18)

90,401

146,255

Trading assets6
treasury and other eligible bills
debt securities
loans and advances:
to banks
to customers
Financial assets designated at fair
value6
treasury and other eligible bills
debt securities
loans and advances:
to banks
to customers

Loans and advances to banks held


at amortised cost
Reverse repurchase agreements
non-trading

73,226

11,929

4,836

108,238

16,552

20,931

46

488

146,255

Financial investments
treasury and other similar bills
debt securities

382,328
93,562
288,766

18,600
3,963
14,637

16,341
4,756
11,585

4,525
2,270
2,255

1,326

1,326

423,120
104,551
318,569

Assets held for sale


disposal groups
non-current assets held for sale

10,177
10,149
28

9,605
8,815
790

17,279
16,213
1,066

1,635
1,567
68

703
701
2

2,133
2,085
48

41,532
39,530
2,002

Other assets
endorsements and acceptances
accrued income and other

8,306
1,084
7,222

5,688
3,850
1,838

10,204
3,798
6,406

632
343
289

147
22
125

333
52
281

25,310
9,149
16,161

1,553,830

331,141

293,178

26,199

13,030

69.2

14.7

13.1

1.2

0.6

1.2

100.0

Percentage of total gross amount

28,058 2,245,436

423,120
104,551
318,569
(1,454)
(1,433)
(21)

40,078
38,097
1,981
25,310
9,149
16,161

(11,027) 2,234,409

Shareholder Information

At 31 December 2015

Financial Review

Neither past due nor impaired

Corporate Governance

We assess credit quality on all financial instruments


which are subject to credit risk. Additional credit quality
information in respect of our consolidated holdings of
ABSs is provided on page 153.

Strategic Report

For the purpose of the following disclosure, retail loans


which are past due up to 90 days and are not otherwise
classified as impaired in accordance with our disclosure
convention are not disclosed within the expected loss
grade to which they relate, but are separately classified
as past due but not impaired.

(Audited)

Financial Statements

Credit quality of financial instruments

HSBC HOLDINGS PLC

125

Report of the Directors: Risk (continued)


Credit risk

Distribution of financial instruments by credit quality (continued)


Neither past due nor impaired
Strong

Good Satisfactory

Substandard

Past due
but not
impaired

Impaired

Total
gross
amount

$m

$m

$m

Impairment
allowances5

$m

$m

$m

Cash and balances at central banks


Items in the course of collection from
other banks
Hong Kong Government certificates
of indebtedness

127,971

1,438

195

353

129,957

129,957

4,515

46

365

4,927

4,927

27,674

27,674

27,674

Trading assets6
treasury and other eligible bills
debt securities
loans and advances:
to banks
to customers

168,521
13,938
111,138

35,042
1,641
17,786

24,740
559
12,305

641
32
303

228,944
16,170
141,532

228,944
16,170
141,532

17,492
25,953

4,961
10,654

5,016
6,860

112
194

27,581
43,661

27,581
43,661

3,017
5
3,011

4,476

4,476

1,207

1,124

331
51
280

9,031
56
8,891

9,031
56
8,891

83

84

84

Derivatives6

269,490

58,596

15,962

960

345,008

345,008

Loans and advances to customers held


at amortised cost7
personal
corporate and commercial
non-bank financial institutions

487,734
320,678
141,375
25,681

239,136
32,601
192,799
13,736

196,685
15,109
171,748
9,828

20,802
1,130
18,986
686

13,357
8,876
3,922
559

29,283
15,160
13,795
328

986,997
393,554
542,625
50,818

(12,337)
(4,600)
(7,441)
(296)

974,660
388,954
535,184
50,522

83,766

19,525

7,945

914

47

112,198

(49)

112,149

161,713

Financial assets designated at fair


value6
treasury and other eligible bills
debt securities
loans and advances:
to banks
to customers

Loans and advances to banks held


at amortised cost
Reverse repurchase agreements
non-trading

$m

Total

$m

$m

98,470

28,367

33,283

1,593

161,713

347,218
68,966
278,252

27,373
6,294
21,079

22,600
4,431
18,169

5,304
1,826
3,478

2,278

2,278

404,773
81,517
323,256

Assets held for sale


disposal groups
non-current assets held for sale

802
768
34

43
43

79
79

465

465

1,391
890
501

Other assets
endorsements and acceptances
accrued income and other

12,213
1,507
10,706

7,521
4,644
2,877

12,897
4,281
8,616

631
298
333

208
34
174

419
11
408

33,889
10,775
23,114

33,889
10,775
23,114

1,631,391

421,563

315,958

31,530

13,568

32,492 2,446,502

(12,402) 2,434,100

66.7

17.2

12.9

1.3

0.6

1.3

100.0

Financial investments
treasury and other similar bills
debt securities

At 31 December 2014
Percentage of total gross amount
For footnotes, see page 191.

HSBC HOLDINGS PLC

126

404,773
81,517
323,256
(16)

(16)

1,375
890
485

Past due but not impaired gross financial instruments

(Audited)

Loans and advances to customers held at amortised cost


personal
corporate and commercial
non-bank financial institutions
Assets held for sale
disposal group
non-current assets held for sale
Other financial instruments

Europe
$m
1,928
1,152
762
14

Asia
$m
3,405
2,573
790
42

MENA
$m
909
180
710
19

North
America
$m
5,392
3,287
1,843
262

Latin
America
$m
545
376
169

Total
$m
12,179
7,568
4,274
337

701
701

703
701
2

10

39

15

80

148

At 31 December 2015

1,938

3,444

924

5,474

1,250

13,030

Loans and advances to customers held at amortised cost


personal
corporate and commercial
non-bank financial institutions

2,409
1,159
1,244
6

4,260
2,880
1,102
278

704
182
508
14

4,634
3,759
623
252

1,350
896
445
9

13,357
8,876
3,922
559

Assets held for sale


disposal group
non-current assets held for sale
Other financial instruments
At 31 December 2014

52

31

95

25

209

2,415

4,312

735

4,731

1,375

13,568

Ageing analysis of days for past due but not impaired gross financial instruments
(Audited)

Loans and advances to customers held at amortised cost


personal
corporate and commercial
non-bank financial institutions
Assets held for sale
disposal group
non-current assets held for sale

Up to 29
days
$m

30-59
days
$m

60-89
days
$m

90-179
days
$m

180 days
and over
$m

Total
$m

9,403
5,665
3,432
306

1,917
1,401
505
11

727
502
225

111

93
18

21

19
2

12,179
7,568
4,274
337

476
476

137
136
1

90
89
1

703
701
2

Other financial instruments


At 31 December 2015
Loans and advances to customers held at amortised cost
personal
corporate and commercial
non-bank financial institutions

80

35

14

10

148

9,959

2,089

831

121

30

13,030

10,427
6,477
3,417
533

2,057
1,717
328
12

801
676
114
11

54
5
48
1

18
1
15
2

13,357
8,876
3,922
559

Assets held for sale


disposal group
non-current assets held for sale
At 31 December 2014

130

33

18

11

17

209

10,557

2,090

819

66

36

13,568

Shareholder Information

Other financial instruments

Financial Review

Past due but not impaired gross financial instruments by geographical region

Corporate Governance

In personal lending, past due but not impaired balances


decreased, mainly due to the Brazilian reclassification and
the continued run-off and loan sales in the CML portfolio.

Financial Statements

Past due but not impaired gross financial instruments are


those loans where, although customers have failed to make
payments in accordance with the contractual terms of their

Strategic Report

facilities, they have not met the impaired loan criteria


described on page 128.

(Audited)

HSBC HOLDINGS PLC

127

Report of the Directors: Risk (continued)


Credit risk

Impaired loans

unless individually they have been assessed as not


impaired.

(Audited)

Impaired loans and advances are those that meet any of


the following criteria:

renegotiated loans and advances that have been subject


to a change in contractual cash flows as a result of a
concession which the lender would not otherwise
consider, and where it is probable that without the
concession the borrower would be unable to meet the
contractual payment obligations in full, unless the
concession is insignificant and there are no other
indicators of impairment. Renegotiated loans remain
classified as impaired until there is sufficient evidence to
demonstrate a significant reduction in the risk of nonpayment of future cash flows, and there are no other
indicators of impairment.

wholesale loans and advances classified as Customer


Risk Rating (CRR) 9 or CRR 10. These grades are
assigned when the bank considers that either the
customer is unlikely to pay their credit obligations in full
without recourse to security, or when the customer is
more than 90 days past due on any material credit
obligation to HSBC.
retail loans and advances classified as Expected Loss
(EL) 9 or EL 10. These grades are typically assigned to
retail loans and advances more than 90 days past due
Movement in impaired loans by geographical region

Impaired loans at 1 January 2015


personal
corporate and commercial
financial
Classified as impaired during the year
personal
corporate and commercial
financial

Europe
$m

Asia
$m

MENA
$m

North
America
$m

Latin
America
$m

Total
$m

10,242
2,544
7,385
313
313
3,909

2,048
491
1,545
12

1,981
242
1,696
43

11,694
10,826
862
6

3,365
1,057
2,307
1

29,330
15,160
13,795
375

1,893
813
1,079
1

338
178
159
1

2,986
2,245
740
1

2,434
1,502
924
8

11,560
5,995
5,469
96

1,257
2,567
85

Transferred from impaired to unimpaired during


the year
personal
corporate and commercial
financial

(964)
(211)
(734)
(19)

(204)
(169)
(35)

(107)
(82)
(6)
(19)

(1,786)
(1,699)
(87)

(245)
(185)
(60)

(3,306)
(2,346)
(922)
(38)

Amounts written off


personal
corporate and commercial
financial

(870)
(280)
(577)
(13)

(595)
(416)
(179)

(335)
(113)
(222)

(589)
(493)
(95)
(1)

(1,312)
(961)
(351)

(3,701)
(2,263)
(1,424)
(14)

Net repayments and other


personal
corporate and commercial
financial

(2,640)
(780)
(1,778)
(82)

(767)
(203)
(562)
(2)

(111)

(110)
(1)

(3,375)
(2,885)
(486)
(4)

(3,212)
(1,171)
(2,033)
(8)

(10,105)
(5,039)
(4,969)
(97)

8,930
7,994
934
2

1,030
242
787
1

23,778
11,507
11,949
322

Impaired loans at 31 December 2015


personal
corporate and commercial
financial

Impaired loans as a percentage of gross loans


personal
corporate and commercial
financial

9,677
2,530
6,863
284

2,375
516
1,848
11

1,766
225
1,517
24

2.3
1.5
3.6
0.5

0.6
0.4
0.9
0.0

4.5
3.4
6.8
0.2

6.5
13.7
1.5
0.0

4.8
4.1
6.9
0.0

2.3
3.1
2.4
0.2

HSBC HOLDINGS PLC

128

Total
$m

13,228
2,938
9,714
576

1,623
526
1,082
15

2,285
317
1,765
203

15,123
13,669
1,427
27

4,244
1,348
2,889
7

36,503
18,798
16,877
828

Classified as impaired during the year


personal
corporate and commercial
financial

3,367
1,168
2,166
33

1,970
857
1,113

346
193
153

4,724
4,360
354
10

3,342
1,958
1,383
1

13,749
8,536
5,169
44

Transferred from impaired to unimpaired during


the year
personal
corporate and commercial
financial

(1,661)
(282)
(1,319)
(60)

(230)
(184)
(46)

(320)
(178)
(53)
(89)

(2,609)
(2,551)
(57)
(1)

(730)
(364)
(366)

(5,550)
(3,559)
(1,841)
(150)

Amounts written off


personal
corporate and commercial
financial

(2,037)
(631)
(1,201)
(205)

(617)
(470)
(147)

(111)
(77)
(29)
(5)

(1,369)
(1,007)
(356)
(6)

(2,048)
(1,371)
(673)
(4)

(6,182)
(3,556)
(2,406)
(220)

Net repayments and other


personal
corporate and commercial
financial

(2,655)
(649)
(1,975)
(31)

(698)
(238)
(457)
(3)

(219)
(13)
(140)
(66)

(4,175)
(3,645)
(506)
(24)

(1,443)
(514)
(926)
(3)

(9,190)
(5,059)
(4,004)
(127)

Impaired loans at 31 December 2014


personal
corporate and commercial
financial

10,242
2,544
7,385
313

11,694
10,826
862
6

3,365
1,057
2,307
1

29,330
15,160
13,795
375

Impaired loans at 1 January 2014


personal
corporate and commercial
financial

Impaired loans as a percentage of gross loans


personal
corporate and commercial
financial

2,048
491
1,545
12

1,981
242
1,696
43

2.3
1.4
3.5
0.7

0.5
0.4
0.7
0.0

4.8
3.7
8.2
0.3

8.4
16.6
1.5
0.0

6.1
7.8
7.5
0.0

2.7
3.9
2.5
0.2

significant concerns about the borrowers ability to meet


contractual payments when due. On renegotiation, where
the existing agreement is cancelled and a new agreement
is made on substantially different terms, or if the terms
of an existing agreement are modified such that the
renegotiated loan is substantially a different financial
instrument, the loan would be derecognised and
recognised as a new loan for accounting purposes.
However, the newly recognised financial asset will retain
the renegotiated loan classification. Concessions on loans
made to customers which do not affect the payment
structure or basis of repayment, such as waivers of
financial or security covenants, do not directly provide
concessionary relief to customers in terms of their ability
to service obligations as they fall due and are therefore
not included in this classification.

At 31 December 2014, our Brazilian impaired loans were


$1.4bn in corporate and commercial and $0.8bn in
personal.
Excluding the Brazilian reclassification to Assets held for
sale, corporate and commercial impaired loans decreased
$0.4bn including the favourable effects of a $0.8bn foreign
exchange reduction. In personal, the continued run-off of
the US CML portfolio reduced collectively assessed impaired
loan balances by a further $2.7bn. Net repayments and
other included $2.1bn of CML portfolio assets that were
reclassified as held for sale or sold during the year. Whilst
there was a reduction in total personal impaired loans,
there was a marginal increase in the UK resulting from
improved identification of impaired residential mortgages.
Renegotiated loans and forbearance

The most significant portfolio of renegotiated loans


remained in North America, substantially all of which
were retail loans held by HSBC Finance Corporation
(HSBC Finance).

The contractual terms of a loan may be modified for


a number of reasons, including changes in market
conditions, customer retention and other factors not
related to the current or potential credit deterioration of
a customer. Forbearance describes concessions made on
the contractual terms of a loan in response to an obligors
financial difficulties. We classify and report loans on which
concessions have been granted under conditions of credit
distress as renegotiated loans when their contractual
payment terms have been modified because we have

The following tables show the gross carrying amounts of


the Groups holdings of renegotiated loans and advances
to customers by industry sector, geography, credit quality
classification and by arrangement type.

HSBC HOLDINGS PLC

129

Strategic Report

Latin
America
$m

Financial Review

North
America
$m

Corporate Governance

MENA
$m

Financial Statements

Asia
$m

Shareholder Information

Europe
$m

Report of the Directors: Risk (continued)


Credit risk

Renegotiated loans and advances to customers by geographical region


Europe
$m

Asia
$m

MENA
$m

North
America
$m

Latin
America
$m

Total
$m

First lien residential mortgages


neither past due nor impaired
past due but not impaired
impaired

1,461
512
174
775

68
47
5
16

36
11
4
21

10,680
3,376
1,567
5,737

37
27
3
7

12,282
3,973
1,753
6,556

Other personal lending3


neither past due nor impaired
past due but not impaired
impaired

298
131
51
116

272
141
16
115

33
24
2
7

1,054
410
173
471

35
10
1
24

1,692
716
243
733

Corporate and commercial


neither past due nor impaired
past due but not impaired
impaired

5,215
1,467
109
3,639

599
119

480

1,411
343
14
1,054

638
93

545

506
130

376

8,369
2,152
123
6,094

Non-bank financial institutions


neither past due nor impaired
past due but not impaired
impaired

340
143

197

272
248
24

616
391
24
201

Renegotiated loans at 31 December 2015


neither past due nor impaired
past due but not impaired
impaired

7,314
2,253
334
4,727

943
307
21
615

1,752
626
44
1,082

12,372
3,879
1,740
6,753

578
167
4
407

22,959
7,232
2,143
13,584

Impairment allowances on renegotiated loans


renegotiated loans as % of total gross loans

1,402
1.8%

193
0.3%

575
5.6%

1,014
9.5%

155
3.2%

3,339
2.5%

First lien residential mortgages


neither past due nor impaired
past due but not impaired
impaired

1,605
529
221
855

94
63
8
23

58
19
1
38

13,540
3,695
1,894
7,951

60
32
5
23

15,357
4,338
2,129
8,890

Other personal lending3


neither past due nor impaired
past due but not impaired
impaired

324
184
40
100

292
173
22
97

27
16
5
6

1,267
453
214
600

326
14
1
311

2,236
840
282
1,114

Corporate and commercial


neither past due nor impaired
past due but not impaired
impaired

5,469
1,383
68
4,018

501
102

399

1,439
483
31
925

427
36
1
390

1,324
303
1
1,020

9,160
2,307
101
6,752

Non-bank financial institutions


neither past due nor impaired
past due but not impaired
impaired

413
219

194

323
305

18

742
524

218

Renegotiated loans at 31 December 2014


neither past due nor impaired
past due but not impaired
impaired

7,811
2,315
329
5,167

891
338
30
523

1,847
823
37
987

15,235
4,184
2,109
8,942

1,711
349
7
1,355

27,495
8,009
2,512
16,974

Impairment allowances on renegotiated loans


renegotiated loans as % of total gross loans

1,458
1.9%

170
0.2%

458
6.1%

1,499
11.5%

704
3.7%

4,289
2.8%

For footnote, see page 191.

The following table shows movements in renegotiated


loans during the year. Renegotiated loans decreased
by $4.5bn to $23bn in 2015, partly due to the Brazilian
reclassification of $1bn. Renegotiated loans in personal
lending reduced by $3.6bn. Included within other

movements is $2.1bn of CML portfolio assets that were


transferred to Assets held for sale. Write-offs reduced as
a result of improvements in US economic conditions and
housing market.

HSBC HOLDINGS PLC

130

Latin
America
$m
1,711
386
1,324
1

Total
$m
27,495
17,593
9,160
742

1,970
471
1,494
5

421
87
334

115
7
89
19

999
625
374

553
250
303

4,058
1,440
2,594
24

222
57
156
9

16

16

196

4
192

(1)
(1)

175
18
157

608
74
333
201

Repayments
personal
corporate and commercial
non-bank financial institutions
Amounts written off
personal
corporate and commercial
non-bank financial institutions

(1,675)
(574)
(1,054)
(47)
(294)
(45)
(249)

(351)
(88)
(263)

(52)
(24)
(28)

(276)
(32)
(159)
(85)
(11)
(5)
(6)

(1,304)
(1,166)
(138)

(254)
(241)
(12)
(1)

(467)
(185)
(282)

(290)
(139)
(150)
(1)

(4,073)
(2,045)
(1,896)
(132)
(901)
(454)
(445)
(2)

Other
personal
corporate and commercial
non-bank financial institutions

(720)
(79)
(601)
(40)

18
(21)
39

(119)
14
44
(177)

(2,303)
(2,290)
(13)

(1,104)
(258)
(846)

(4,228)
(2,634)
(1,377)
(217)

At 31 December 2015
personal
corporate and commercial
non-bank financial institutions

7,314
1,759
5,215
340

943
340
599
4

1,752
69
1,411
272

12,372
11,734
638

578
72
506

22,959
13,974
8,369
616

Renegotiated loans at 1 January 2014


personal
corporate and commercial
non-bank financial institutions

9,756
2,251
7,270
235

767
435
330
2

2,094
149
1,583
362

18,789
18,130
658
1

2,769
607
2,161
1

34,175
21,572
12,002
601

Loans renegotiated in the year without derecognition


personal
corporate and commercial
non-bank financial institutions
Loans renegotiated in the year resulting in recognition
of a new loan
personal
corporate and commercial
non-bank financial institutions

1,543
433
939
171

371
83
288

296
10
286

862
774
78
10

725
310
415

3,797
1,610
2,006
181

500
69
381
50

5
2

79

61
18

92
28
64

676
99
506
71

Repayments
personal
corporate and commercial
non-bank financial institutions
Amounts written off
personal
corporate and commercial
non-bank financial institutions

(2,416)
(635)
(1,757)
(24)
(828)
(88)
(740)

(246)
(96)
(149)
(1)
(42)
(28)
(14)

(562)
(47)
(445)
(70)
(23)
(7)
(16)

(1,518)
(1,319)
(189)
(10)
(640)
(568)
(72)

(1,036)
(288)
(747)
(1)
(510)
(223)
(286)
(1)

(5,778)
(2,385)
(3,287)
(106)
(2,043)
(914)
(1,128)
(1)

Other
personal
corporate and commercial
non-bank financial institutions

(744)
(101)
(624)
(19)

36
(10)
46

(37)
(20)
(30)
13

(2,258)
(2,210)
(48)

(329)
(48)
(283)
2

(3,332)
(2,389)
(939)
(4)

At 31 December 2014
personal
corporate and commercial
non-bank financial institutions

7,811
1,929
5,469
413

891
386
501
4

A range of forbearance strategies are employed in order


to improve the management of customer relationships,
maximise collection opportunities and, if possible, avoid
default, foreclosure or repossession.

1,847
85
1,439
323

15,235
14,807
427
1

1,711
386
1,324
1

27,495
17,593
9,160
742

The table below shows the arrangement type as a percentage


of the total value of arrangements offered. Corporate
renegotiated loans often require the granting of more than
one arrangement type as part of an effective strategy. The

HSBC HOLDINGS PLC

131

Financial Review

North
America
$m
15,235
14,807
427
1

Corporate Governance

MENA
$m
1,847
85
1,439
323

Financial Statements

Loans renegotiated in the year without derecognition


personal
corporate and commercial
non-bank financial institutions
Loans renegotiated in the year resulting in recognition
of a new loan
personal
corporate and commercial
non-bank financial institutions

Asia
$m
891
386
501
4

Shareholder Information

Renegotiated loans at 1 January 2015


personal
corporate and commercial
non-bank financial institutions

Europe
$m
7,811
1,929
5,469
413

Strategic Report

Movement in renegotiated loans and advances to customers by geographical region

Report of the Directors: Risk (continued)


Credit risk

Renegotiated loans by arrangement type: personal lending

percentages reported in the table below includes the effect


of loans being reported in more than one arrangement
type.

%
Personal
interest rate and terms modifications
payment concessions
collection re-age8
modification re-age9
other

Renegotiated loans by arrangement type: corporate and


commercial and financial
%
Maturity term extensions
Reductions in margin, principal forgiveness, debt
equity swaps and interest, fees or penalty
payment forgiveness
Other changes to repayment profile
Interest only conversion
Other
At 31 December 2015

42.4

11.4
6.0
35.0
42.9
4.7

At 31 December 2015

100.0

For footnotes, see page 191.


19.6
14.1
13.9
10.0

Impairment of loans and advances


(Audited)

For an analysis of loan impairment charges and other credit risk


provisions by global business, see page 65.

100.0

The tables below analyse the loan impairment charges


for the year by industry sector, for impaired loans and
advances that are either individually or collectively
assessed, and collective impairment allowances on loans
and advances that are classified as not impaired.

In personal lending, renegotiated loans have been


allocated to the single most dominant arrangement type.

Loan impairment charge to the income statement by industry sector


Europe
$m

Asia
$m

MENA
$m

North
America
$m

Latin
America
$m

Total
$m

Personal
first lien residential mortgages
other personal3

263
(7)
270

309
(1)
310

122
49
73

157
70
87

983
41
942

1,834
152
1,682

Corporate and commercial


manufacturing and international trade and services
commercial real estate and other property-related
other commercial4

432
158
33
241

372
250
18
104

195
107
49
39

319
26
24
269

451
305
47
99

1,769
846
171
752

(18)

(7)

(11)

Financial

14

Total loan impairment charge for the year ended


31 December 2015

709

681

299

469

1,434

3,592

Personal
first lien residential mortgages
other personal3

245
(75)
320

321
6
315

25
(24)
49

117
26
91

1,095
15
1,080

1,803
(52)
1,855

Corporate and commercial


manufacturing and international trade and services
commercial real estate and other property-related
other commercial4

790
520
78
192

327
197
29
101

6
36
(28)
(2)

196
116
27
53

937
382
176
379

2,256
1,251
282
723

44

(4)

(32)

(13)

(4)

(1)

300

2,033

4,055

North
America
$m

Latin
America
$m

Total
$m

Financial
Total loan impairment charge for the year ended
31 December 2014

1,079

644

For footnotes, see page 191.

Loan impairment charge to the income statement by assessment type


Europe
$m

Asia
$m

MENA
$m

Individually assessed impairment allowances


new allowances
release of allowances no longer required
recoveries of amounts previously written off

495
991
(455)
(41)

300
518
(179)
(39)

161
216
(52)
(3)

227
290
(46)
(17)

322
401
(93)
14

1,505
2,416
(825)
(86)

Collectively assessed impairment allowances10


new allowances net of allowance releases
recoveries of amounts previously written off

214
561
(347)

381
507
(126)

138
168
(30)

242
301
(59)

1,112
1,272
(160)

2,087
2,809
(722)

Total loan impairment charge for the year ended


31 December 2015

709

681

299

469

1,434

3,592

For footnote, see page 191.

HSBC HOLDINGS PLC

132

Asia
$m

North
America
$m

MENA
$m

Latin
America
$m

Total
$m

Individually assessed impairment allowances


new allowances
release of allowances no longer required
recoveries of amounts previously written off

617
1,112
(486)
(9)

351
542
(171)
(20)

32
134
(95)
(7)

190
298
(88)
(20)

590
738
(90)
(58)

1,780
2,824
(930)
(114)

Collectively assessed impairment allowances10


new allowances net of allowance releases
recoveries of amounts previously written off

462
757
(295)

293
426
(133)

(33)
2
(35)

110
205
(95)

1,443
1,726
(283)

2,275
3,116
(841)

644

(1)

300

2,033

4,055

Total loan impairment charge for the year ended


31 December 2014

1,079

Strategic Report

Europe
$m

Loan impairment charges increased by $219m compared


with 2014. Notably, in the fourth quarter of 2015, our loan
impairment charges increased compared with the third
quarter following a rise in individually assessed loan
impairment charges in a small number of countries. This was
reflective of specific circumstances associated with those
countries with no common underlying theme. In addition,
we increased our collectively assessed loan impairment
allowances on exposures related to the oil and gas industry
by $0.2bn. This was primarily in North America, Middle East
and North Africa, and Asia.

in Europe, collectively assessed loan impairment


allowances were $192m lower as 2014 included
additional impairment charges from revisions to certain
estimates used in our corporate collective loan
impairment calculation.
Individually assessed loan impairment allowances were
broadly unchanged from 2014. This reflected decreases in
Latin America, Europe and Asia which were offset by
increases in Middle East and North Africa and in North
America. This included the following:

The commentary that follows sets out in more detail the


factors that have contributed to movements in loan
impairment charges compared with 2014.

in Latin America (down by $95m), Europe (down by


$44m) and Asia (down by $44m), we saw reductions in
individually assessed loan impairment allowances as 2014
included significant impairment charges related to
corporate and commercial exposures in our respective
regions. In Asia, the reduction was partly offset by an
increase in loan impairment allowances against a small
number of customers in Indonesia; and

Collectively assessed loan impairment allowances rose by


$221m, mainly in Middle East and North Africa, North
America and Asia, partly offset in Europe. It arose from
the following:
in Middle East and North Africa (up by $167m), this was
mainly in the UAE and reflected increased impairment
allowances on our residential mortgage book following a
review of the quality and value of collateral. In addition,
loan impairment allowances increased on our corporate
and commercial exposures, notably in the oil and
foodstuffs industries;

in Middle East and North Africa (up by $134m) and North


America (up by $47m), individually assessed loan
impairment allowances increased. In the former, this
primarily related to higher loan impairment allowances
on food wholesalers, while in North America the rise was
in the oil and gas sector.

in North America (up by $132m) and Asia (up by $108m),


the increase was in the other commercial sector. This

Corporate Governance

The commentary that follows is on a constant currency basis,


while tables are presented on a reported basis.

Financial Statements

reflected an increase in allowances against our oil and


gas exposures in the regions. In our US CML portfolio,
loan impairment allowances on residential mortgages
were higher than in 2014 following lower favourable
market value adjustments of underlying properties as
improvements in housing market conditions were less
pronounced in 2015.

On a reported basis, loan impairment charges of $3.6bn


were $0.5bn lower than in 2014, primarily due to favourable
currency translation in Latin America and Europe.

Financial Review

For footnote, see page 191.

Europe
%

Asia
%

MENA
%

North
America
%

Latin
America
%

Total
%

New allowances net of allowance releases


Recoveries

0.31
(0.11)

0.23
(0.05)

1.07
(0.11)

0.41
(0.06)

5.37
(0.50)

0.48
(0.09)

Total charge for impairment losses at 31 December 2015

0.20

0.18

0.96

0.35

4.87

0.39

Amount written off net of recoveries

0.25

0.12

0.97

0.45

3.94

0.37

New allowances net of allowance releases


Recoveries

0.37
(0.08)

0.22
(0.04)

0.14
(0.14)

0.32
(0.09)

5.00
(0.72)

0.53
(0.10)

Total charge for impairment losses at 31 December 2014

0.29

0.18

0.23

4.28

0.43

Amount written off net of recoveries

0.49

0.13

0.58

0.97

3.59

0.58

HSBC HOLDINGS PLC

133

Shareholder Information

Charge for impairment losses as a percentage of average gross loans and advances to customers by geographical region

Report of the Directors: Risk (continued)


Credit risk

Movement in impairment allowances by industry sector and by geographical region

Impairment allowances at 1 January 2015


Amounts written off
Personal
first lien residential mortgages
other personal3
Corporate and commercial
manufacturing and international trade and services
commercial real estate and other property-related
other commercial4
Financial
Total amounts written off
Recoveries of amounts written off in previous years
Personal
first lien residential mortgages
other personal3

Europe
$m

Asia
$m

MENA
$m

North
America
$m

Latin
America
$m

Total
$m

4,455

1,356

1,406

2,640

2,529

12,386

(627)
(12)
(615)

(416)
(6)
(410)

(114)
(1)
(113)

(554)
(344)
(210)

(996)
(24)
(972)

(2,707)
(387)
(2,320)

(657)
(234)
(244)
(179)

(179)
(149)
(5)
(25)

(222)
(214)
(8)

(106)
(28)
(57)
(21)

(309)
(213)
(30)
(66)

(1,473)
(838)
(344)
(291)

(12)

Exchange and other movements11


Impairment allowances at 31 December 2015

(2)

(14)

(336)

(662)

(1,305)

(4,194)

340
6
334

135
4
131

30

30

57
26
31

119
(17)
136

681
19
662

46
16
24
6

30
20
5
5

3
2

18
8
5
5

27
15
2
10

124
61
36
27

Financial
Charge to income statement

(595)

Corporate and commercial


manufacturing and international trade and services
commercial real estate and other property-related
other commercial4
Total recoveries of amounts written off in previous years

(1,296)

388

165

33

76

146

808

709

681

299

469

1,434

3,592

(387)

(82)

16

(482)

(2,084)

(3,019)

3,869

1,525

1,418

2,041

720

9,573

18

18

2,661
1,208

908
617

1,068
332

327
1,714

438
282

5,402
4,153

Impairment allowances at 31 December 2015

3,869

1,525

1,418

2,041

720

9,573

Impairment allowances at 1 January 2014


Amounts written off
Personal
first lien residential mortgages
other personal3

5,598

1,214

1,583

4,242

2,564

15,201

Impairment allowances against banks:


individually assessed
Impairment allowances against customers:
individually assessed
collectively assessed10

Corporate and commercial


manufacturing and international trade and services
commercial real estate and other property-related
other commercial4
Financial
Total amounts written off
Recoveries of amounts written off in previous years
Personal
first lien residential mortgages
other personal3

(724)
(21)
(703)

(463)
(17)
(446)

(157)
(4)
(153)

(1,030)
(731)
(299)

(1,359)
(40)
(1,319)

(3,733)
(813)
(2,920)

(1,202)
(732)
(342)
(128)

(146)
(86)
(53)
(7)

(47)
(41)
(6)

(346)
(81)
(153)
(112)

(684)
(428)
(39)
(217)

(2,425)
(1,368)
(593)
(464)

(203)

(8)

(6)

(4)

(221)

(2,129)

(609)

(212)

(1,382)

(2,047)

(6,379)

271
3
268

143
3
140

35

35

86
40
46

283
33
250

818
79
739

9
7

7
7

25
6
3
16

58
46
1
11

128
85
15
28

Corporate and commercial


manufacturing and international trade and services
commercial real estate and other property-related
other commercial4

29
19
11
(1)

Financial
Total recoveries of amounts written off in previous years
Charge to income statement
Exchange and other movements11
Impairment allowances at 31 December 2014
Impairment allowances against banks:
individually assessed
Impairment allowances against customers:
individually assessed
collectively assessed10
Impairment allowances at 31 December 2014

304

153

42

115

341

955

1,079

644

(1)

300

2,033

(46)

(6)

(635)

(397)

(362)

4,055
(1,446)

4,455

1,356

1,406

2,640

2,529

12,386

31

18

49

2,981
1,443

812
544

1,110
278

276
2,364

1,016
1,513

6,195
6,142

4,455

1,356

1,406

2,640

2,529

12,386

For footnotes, see page 191.

HSBC HOLDINGS PLC

134

Movement in impairment allowances on loans and advances to customers and banks

At 31 December 2015

49

(11)
(20)

6,195
(1,368)
86
1,516
(1,027)

6,142
(2,826)
722
2,087
(1,972)

12,386
(4,194)
808
3,592
(3,019)

18

5,402

4,153

9,573

5,402
426
4,800
176

4,153
2,453
1,635
65

9,555
2,879
6,435
241

Impairment allowances:
on loans and advances to customers
personal
corporate and commercial
non-bank financial institutions
as a percentage of loans and advances

Total
$m

0.6

0.4

0.9

$m

$m

$m

$m

At 1 January 2014
Amounts written off
Recoveries of loans and advances previously written off
Charge to income statement
Exchange and other movements11

58
(6)

4
(7)

7,072
(2,313)
114
1,776
(454)

8,071
(4,060)
841
2,275
(985)

15,201
(6,379)
955
4,055
(1,446)

At 31 December 2014

49

6,195

6,142

12,386

6,195
468
5,532
195

6,142
4,132
1,909
101

12,337
4,600
7,441
296

Impairment allowances:
on loans and advances to customers
personal
corporate and commercial
non-bank financial institutions
as a percentage of loans and advances

0.6

0.6

1.1

For footnotes, see page 191.

Wholesale lending

balances where a small number of clients benefit from


the use of net interest arrangements between overdrafts
and deposits.

On a reported basis and excluding the effects of the


Brazilian reclassification of loans and advances to Assets
held for sale, gross loans decreased by $32bn, mainly due
to adverse foreign exchange effects.

Financial Review

At 1 January 2015
Amounts written off
Recoveries of loans and advances previously written off
Charge to income statement
Exchange and other movements11

Customers
Individually
Collectively
assessed
assessed10
$m
$m

Corporate Governance

Banks
individually
assessed
$m

Strategic Report

(Audited)

In North America, lending increased by $7.5bn, mainly


comprising $3.7bn in the US and $4.9bn in Canada.
The increase in Canada included: $3.8bn following a change
in balance sheet presentation where certain bankers
acceptances previously disclosed under Trading assets
were included in Loans and advances; and $1.0bn relating
to corporate overdraft balances and the use of net interest
arrangements between overdraft and deposits.
Comparatives have not been restated.

Wholesale lending increased by $0.5bn in the year.


However, in Asia it fell by $9.6bn, mainly in Hong Kong and,
to a lesser extent, mainland China and Taiwan. In Asia, the
fourth quarter of 2015 saw lower than expected credit
growth with a continuation of the slowdown in trade, the
repayment of some existing corporate loans and slower
demand for new lending.
In Europe, lending increased by $3.2bn, mainly in the UK
and Germany. In the UK it rose by $1.9bn with increases in
financial partly offset by decreases in corporate and
commercial, mainly relating to corporate overdraft

Excluding the effects of the Brazilian reclassification,


lending in Latin America increased by $0.6bn, mainly in
Argentina.

HSBC HOLDINGS PLC

135

Shareholder Information

The commentary that follows is on a constant currency


basis, while tables are presented on a reported basis.

Financial Statements

In Middle East and North Africa, overall lending reduced by


$1.2bn with decreases of $3.2bn in financial offset by
increases of $2.0bn in corporate and commercial.

Report of the Directors: Risk (continued)


Credit risk

Total wholesale lending


Europe
$m

Asia
$m

MENA
$m

North
America
$m

Latin
America
$m

Total
$m

191,765
39,003
62,667
26,256
7,323
3,653
52,863

211,224
34,272
72,199
32,371
35,206
1,132
36,044

22,268
2,504
9,552
690
1,908
1,695
5,919

62,882
17,507
11,505
7,032
8,982
203
17,653

11,374
2,572
3,096
1,577
45
772
3,312

499,513
95,858
159,019
67,926
53,464
7,455
115,791

Financial
non-bank financial institutions (B)
banks (C)

51,969
33,621
18,348

68,321
13,969
54,352

10,239
2,321
7,918

16,308
9,822
6,486

3,996
681
3,315

150,833
60,414
90,419

Gross loans at 31 December 2015 (D)

243,734

279,545

32,507

79,190

15,370

650,346

2,735
528
813
613
237
6
538

1,256
254
599
35
72

296

1,157
135
439
145
267

171

777
140
123
76
55

383

510
49
48
343
1
2
67

6,435
1,106
2,022
1,212
632
8
1,455

194
194

13
13

22
4
18

30
30

259
241
18

2,929

1,269

1,179

807

510

6,694

1.4
0.6

1.2

0.6
0.1

0.5

5.2
0.2
0.2
3.6

1.2
0.3

1.0

4.5

3.3

1.3
0.4

1.0

Corporate and commercial (A)


manufacturing
international trade and services
commercial real estate
other property-related
government
other commercial4

Impairment allowances on wholesale lending


Corporate and commercial (a)
manufacturing
international trade and services
commercial real estate
other property-related
government
other commercial
Financial
non-bank financial institutions (b)
banks (c)
Impairment allowances at 31 December 2015 (d)
(a) as a percentage of (A)
(b) as a percentage of (B)
(c) as a percentage of (C)
(d) as a percentage of (D)

$m

$m

$m

$m

$m

$m

212,523
39,456
76,629
28,187
7,126
2,264
58,861

220,799
37,767
72,814
35,678
34,379
1,195
38,966

20,588
2,413
9,675
579
1,667
1,552
4,702

57,993
15,299
13,484
6,558
8,934
164
13,554

30,722
12,051
8,189
2,291
281
968
6,942

542,625
106,986
180,791
73,293
52,387
6,143
123,025

Financial
non-bank financial institutions (F)
banks (G)

45,081
23,103
21,978

76,957
13,997
62,960

13,786
3,291
10,495

16,439
9,034
7,405

10,753
1,393
9,360

163,016
50,818
112,198

Gross loans at 31 December 2014 (H)

257,604

297,756

34,374

74,432

41,475

705,641

3,112
529
877
909
203
4
590

1,089
242
533
44
55

215

1,171
141
536
147
219
1
127

608
152
157
101
57

141

1,461
348
237
476
12

388

7,441
1,412
2,340
1,677
546
5
1,461

252
221
31

13
13

39
21
18

39
39

2
2

345
296
49

3,364

1,102

1,210

647

1,463

7,786

1.5
0.9
0.1
1.3

0.5
0.1

0.4

5.7
0.6
0.2
3.5

1.0
0.4

0.9

4.8
0.1

3.5

1.4
0.6

1.1

Corporate and commercial (E)


manufacturing
international trade and services
commercial real estate
other property-related
government
other commercial4

Impairment allowances on wholesale lending


Corporate and commercial (e)
manufacturing
international trade and services
commercial real estate
other property-related
government
other commercial
Financial
non-bank financial institutions (f)
banks (g)
Impairment allowances at 31 December 2014 (h)
(e) as a percentage of (E)
(f) as a percentage of (F)
(g) as a percentage of (G)
(h) as a percentage of (H)
For footnote, see page 191.

HSBC HOLDINGS PLC

136

Commercial real estate


North
America
$m

Latin
America
$m

Total
$m

Neither past due nor impaired


Past due but not impaired
Impaired loans

24,533
89
1,634

32,182
119
70

466
25
199

6,659
212
161

1,086
9
482

64,926
454
2,546

Total gross loans and advances at 31 December 2015

26,256

32,371

690

7,032

1,577

67,926

1,586
613

6
35

182
145

150
76

210
343

2,134
1,212

Neither past due nor impaired


Past due but not impaired
Impaired loans

25,860
18
2,309

35,430
170
78

333
47
199

6,136
100
322

1,535
28
728

69,294
363
3,636

Total gross loans and advances at 31 December 2014

28,187

35,678

579

6,558

2,291

73,293

1,954
909

19
44

183
147

191
101

377
476

2,724
1,677

Of which:
renegotiated loans12
Impairment allowances

Of which:
renegotiated loans12
Impairment allowances
For footnote, see page 191.

The commercial real estate lending was lower by $1.3bn,


largely due to a decrease of $2.6bn in Asia, mainly in
Hong Kong and, to a lesser extent, mainland China and
Singapore. The decrease in Asia was mainly due to the
repayment and maturity of loans and was partly offset by
increases of $1.0bn in North America and $0.4bn in
Mexico. Europe and Middle East and Africa remained
largely unchanged.

Commercial real estate lending includes the financing of


corporate, institutional and high net worth individuals who
are investing primarily in income-producing assets and, to a
lesser extent, in their construction and development. The
business focuses mainly on traditional core asset classes
such as retail, offices, light industrial and residential
building projects. The portfolio is globally diversified with
larger concentrations in Hong Kong, the UK, the US and
Canada.

Refinance risk in commercial real estate

In more developed markets, our exposure mainly


comprises the financing of investment assets, the
redevelopment of existing stock and the augmentation
of both commercial and residential markets to support
economic and population growth. In lesser developed
commercial real estate markets our exposures comprise
lending for development assets on relatively short tenors
with a particular focus on supporting the larger, better
capitalised developers involved in residential construction
or in assets supporting economic expansion.

Commercial real estate lending tends to require the


repayment of a significant proportion of the principal at
maturity. Typically, a customer will arrange repayment
through the acquisition of a new loan to settle the existing
debt. Refinance risk is the risk that a customer, being unable
to repay the debt on maturity, fails to refinance it at
commercial rates. We monitor our commercial real estate
portfolio closely, assessing those drivers that may indicate
potential issues with refinancing. The principal driver is the
vintage of the loan, when origination reflected previous
market norms which do not apply in the current market.
Examples might be higher loan-to-value (LTV) ratios and/or
lower interest cover ratios. The range of refinancing sources
in the local market is also an important consideration, with
risk increasing when lenders are restricted to banks and
when bank liquidity is limited. In addition, underlying
fundamentals such as the reliability of tenants, the ability to
let and the condition of the property are important as they
influence property values.

Our global exposure is centred largely on cities representing


key locations of economic, political or cultural significance.
In many lesser developed markets, industry is evolving to
move away from the development and rapid construction
of recent years to increasingly focus on investment stock
consistent with more developed markets.
Excluding the effects of the Brazilian reclassification,
commercial real estate lending was lower by $4.5bn
including decreases of $3.2bn relating to adverse foreign
exchange movements.

Shareholder Information

The commentary that follows is on a constant currency


basis, while tables are presented on a reported basis.

Financial Review

MENA
$m

Corporate Governance

Asia
$m

Financial Statements

Europe
$m

Strategic Report

Commercial real estate lending

HSBC HOLDINGS PLC

137

Report of the Directors: Risk (continued)


Credit risk

Commercial real estate loans and advances maturity analysis


Europe
$m

Asia
$m

MENA
$m

North
America
$m

Latin
America
$m

Total
$m

On demand, overdrafts or revolving


< 1 year13
1-2 years
2-5 years
> 5 years

6,830
4,367
11,459
3,600

8,811
5,934
11,399
6,227

252
66
235
137

2,992
939
2,037
1,064

694
102
138
643

19,579
11,408
25,268
11,671

At 31 December 2015

26,256

32,371

690

7,032

1,577

67,926

On demand, overdrafts or revolving


< 1 year13
1-2 years
2-5 years
> 5 years

7,382
4,643
11,686
4,476

9,810
6,689
12,156
7,023

264
24
156
135

1,855
1,158
2,131
1,414

1,325
205
320
441

20,636
12,719
26,449
13,489

At 31 December 2014

28,187

35,678

579

6,558

2,291

73,293

For footnote, see page 191.

Collateral on loans and advances

For impaired loans the collateral values cannot be directly


compared with impairment allowances recognised. The LTV
tables below use open market values with no adjustments.
Impairment allowances are calculated on a different basis,
by considering other cash flows and adjusting collateral
values for costs of realising collateral as explained further
on page 202.

Collateral held is analysed separately below for commercial


real estate and for other corporate, commercial and
financial (non-bank) lending. This reflects the greater
correlation between collateral performance and principal
repayment in the commercial real estate sector than
applies to other lending. In each case, the analysis includes
off-balance sheet loan commitments, primarily undrawn
credit lines.

Commercial real estate loans and advances


The value of commercial real estate collateral is determined
by using a combination of professional and internal valuations
and physical inspections. Due to the complexity of valuing
collateral for commercial real estate, local valuation policies
determine the frequency of review on the basis of local market
conditions. Revaluations are sought with greater frequency as
concerns over the performance of the collateral or the direct
obligor increase. Revaluations may also be sought where
customers amend their banking requirements, resulting in
the Group extending further funds or other significant
rearrangements of exposure or collateral, which may change
the customer risk profile. As a result, the real estate collateral
values used for CRR1-7 might date back to the last point at
which such considerations applied. For CRR 8 and 9-10 almost
all collateral would have been revalued within the last
three years.

The collateral measured in the tables below consists of


fixed first charges on real estate and charges over cash and
marketable financial instruments. The values in the tables
represent the expected market value on an open market
basis; no adjustment has been made to the collateral for
any expected costs of recovery. Cash is valued at its
nominal value and marketable securities at their fair
value. The LTV ratios presented are calculated by directly
associating loans and advances with the collateral that
individually and uniquely supports each facility. When
collateral assets are shared by multiple loans and advances,
whether specifically or, more generally, by way of an all
monies charge, the collateral value is pro-rated across
the loans and advances protected by the collateral.
Other types of collateral which are commonly taken for
corporate and commercial lending such as unsupported
guarantees and floating charges over the assets of a
customers business are not measured in the tables below.
While such mitigants have value, often providing rights in
insolvency, their assignable value is not sufficiently certain
and they are therefore assigned no value for disclosure
purposes.

In Hong Kong, market practice is typically for lending


to major property companies to be either secured
by guarantees or unsecured. In Europe, facilities of
a working capital nature are generally not secured by
a first fixed charge and are therefore disclosed as not
collateralised.

HSBC HOLDINGS PLC

138

Commercial real estate loans and advances including loan commitments by level of collateral

Partially collateralised (C)


collateral value on C

Latin
America
$m

Total
$m

4,498
25,773
3,025
2,106

12,329
26,270
1,924
1,175

499
36

8
9,997
1,264
981

500
542
52
8

17,834
62,618
6,265
4,270

33,296

40,523

535

11,269

1,094

86,717

28
668

28
682

86
377
174
31

5
4

92
385
174
31

120
87

122
87

816

10

832

65
900

51
18

5
7

2
76

299
123

422
1,124

174
425
140
161

10
2
2
4

15
27
10
24

15
59
4
45

221
513
156
234

716
397

5
3

181
89

66
35

64
31

1,032
555

1,681

74

193

144

486

2,578

At 31 December 2015

35,793

40,602

728

11,423

1,581

90,127

Rated CRR/EL 1 to 7
Not collateralised
Fully collateralised
Partially collateralised (D)
collateral value on D

5,351
25,873
1,384
1,032

16,132
26,323
1,599
901

361
23

87
9,093
1,819
1,199

1,719
556
152
47

23,650
61,868
4,954
3,179

32,608

44,054

384

10,999

2,427

90,472

34
568

7
23

9
30

2
1

52
622

64
222
132
150

11
9
3

16
10
4

81
243
145
153

365
296

7
2

372
298

967

30

46

1,046

369
992

48
15

6
7

1
166

499
178

923
1,358

78
593
167
154

6
2
2
5

28
91
17
30

10
43
53
72

129
729
239
261

1,085
664

15
5

181
89

37
30

50
13

1,368
801

2,446

78

194

204

727

3,649

36,021

44,162

578

11,249

3,157

95,167

Rated CRR/EL 8
Not collateralised
Fully collateralised
LTV ratio:
less than 50%
51% to 75%
76% to 90%
91% to 100%
Partially collateralised (E)
collateral value on E
Rated CRR/EL 9 to 10
Not collateralised
Fully collateralised
LTV ratio:
less than 50%
51% to 75%
76% to 90%
91% to 100%
Partially collateralised (F)
collateral value on F
At 31 December 2014

HSBC HOLDINGS PLC

139

Financial Review

Rated CRR/EL 9 to 10
Not collateralised
Fully collateralised
LTV ratio:
less than 50%
51% to 75%
76% to 90%
91% to 100%

North
America
$m

Corporate Governance

Partially collateralised (B)


collateral value on B

MENA
$m

Financial Statements

Rated CRR/EL 8
Not collateralised
Fully collateralised
LTV ratio:
less than 50%
51% to 75%
76% to 90%
91% to 100%

Asia
$m

Shareholder Information

Rated CRR/EL 1 to 7
Not collateralised
Fully collateralised
Partially collateralised (A)
collateral value on A

Europe
$m

Strategic Report

(Audited)

Report of the Directors: Risk (continued)


Credit risk

Other corporate, commercial and financial (non-bank) loans


are analysed separately below. For financing activities in
other corporate and commercial lending, collateral value is
not strongly correlated to principal repayment performance.
Collateral values are generally refreshed when an obligors
general credit performance deteriorates and we have to

assess the likely performance of secondary sources of


repayment should it prove necessary to rely on them.
Accordingly, the table below reports values only for
customers with CRR 8 to 10, recognising that these
loans and advances generally have valuations which
are comparatively recent.

Other corporate, commercial and non-bank financial institutions loans and advances including loan commitments by level of
collateral rated CRR/EL 8 to 10 only
(Audited)

Rated CRR/EL 8
Not collateralised
Fully collateralised
LTV ratio:
less than 50%
51% to 75%
76% to 90%
91% to 100%
Partially collateralised (A)
collateral value on A

Rated CRR/EL 9 to 10
Not collateralised
Fully collateralised
LTV ratio:
less than 50%
51% to 75%
76% to 90%
91% to 100%
Partially collateralised (B)
collateral value on B

At 31 December 2015
Rated CRR/EL 8
Not collateralised
Fully collateralised
LTV ratio:
less than 50%
51% to 75%
76% to 90%
91% to 100%
Partially collateralised (C)
collateral value on C

Rated CRR/EL 9 to 10
Not collateralised
Fully collateralised
LTV ratio:
less than 50%
51% to 75%
76% to 90%
91% to 100%
Partially collateralised (D)
collateral value on D

At 31 December 2014

Europe
$m

Asia
$m

MENA
$m

North
America
$m

Latin
America
$m

Total
$m

1,618
434

164
41

36

609
454

102
1

2,529
930

65
337
28
4

13
8
18
2

95
85
168
106

174
430
214
112

109
73

47
17

179
58

336
148

2,161

252

37

1,242

103

3,795

2,850
824

889
440

814
188

80
323

244
78

4,877
1,853

283
346
96
99

94
149
74
123

46
3
25
114

47
47
27
202

44
8
9
17

514
553
231
555

1,702
795

506
236

441
55

423
283

7
5

3,079
1,374

5,376

1,835

1,443

826

329

9,809

7,537

2,087

1,480

2,068

432

13,604

2,051
629

237
56

15
72

320
331

227
11

2,850
1,099

120
293
51
165

13

9
34

69
3

186
72
46
27

5
6

324
371
175
229

105
46

44
17

1
1

6
4

304
136

2,785

337

88

148
68
68
799

244

4,253

4,185
615

939
143

813
147

62
231

1,420
124

7,419
1,260

169
136
168
142

68
27
16
32

25
19
6
97

48
39
35
109

48
35
26
15

358
256
251
395

624
341

364
169

547
92

251
141

140
46

1,926
789

5,424

1,446

1,507

544

1,684

10,605

8,209

1,783

1,595

1,343

1,928

14,858

HSBC HOLDINGS PLC

140

the Groups maximum exposure to credit risk includes


financial guarantees and similar contracts granted, as
well as loan and other credit-related commitments.
Depending on the terms of the arrangement, we may
have recourse to additional credit mitigation in the
event that a guarantee is called upon or a loan
commitment is drawn and subsequently defaults.

In addition to collateralised lending, other credit


enhancements are employed and methods used to
mitigate credit risk arising from financial assets. These
are described in more detail below:
some securities issued by governments, banks and other
financial institutions benefit from additional credit
enhancement provided by government guarantees
that cover the assets.

For further information on these arrangements, see Note 37


on the Financial Statements.

Strategic Report

Other credit risk exposures

HSBC participates in transactions exposing us to


counterparty credit risk. Counterparty credit risk is the
risk of financial loss if the counterparty to a transaction
defaults before satisfactorily settling it. It arises principally
from OTC derivatives and securities financing transactions
and is calculated in both the trading and non-trading books.
Transactions vary in value by reference to a market factor
such as interest rate, exchange rate or asset price.

Disclosure of the Groups holdings of ABSs and associated CDS


protection is provided on page 153.

trading assets include loans and advances held


with trading intent. These mainly consist of cash
collateral posted to satisfy margin requirements on
derivatives, settlement accounts, reverse repos and
stock borrowing. There is limited credit risk on cash
collateral posted since in the event of default of the
counterparty these would be set-off against the related
liability. Reverse repos and stock borrowing are by their
nature collateralised.

The counterparty risk from derivative transactions is taken


into account when reporting the fair value of derivative
positions. The adjustment to the fair value is known as the
credit value adjustment (CVA).

Financial Review

Derivatives

debt securities issued by banks and financial institutions


include ABSs and similar instruments which are supported
by underlying pools of financial assets. Credit risk
associated with ABSs is reduced through the purchase
of credit default swap (CDS) protection.

The table below reflects by risk type the fair values and
gross notional contract amounts of derivatives cleared
through an exchange, central counterparty and non-central
counterparty.

Shareholder Information

Financial Statements

Collateral accepted as security that the Group is permitted


to sell or repledge under these arrangements is described on
page 162 on the Financial Statements.

Corporate Governance

For an analysis of CVA, see Note 13 on the Financial Statements.

HSBC HOLDINGS PLC

141

Report of the Directors: Risk (continued)


Credit risk

Notional contract amounts and fair values of derivatives by product type


2015
Notional
amount
$m

2014

Fair value
Assets
Liabilities
$m
$m

Notional
amount
$m

Fair value
Assets
Liabilities
$m
$m

Foreign exchange
exchange traded
central counterparty cleared OTC
non-central counterparty cleared OTC

5,690,354
195,612
29,263
5,465,479

96,341
167
406
95,768

95,598
76
443
95,079

5,573,415
81,785
18,567
5,473,063

97,312
229
321
96,762

95,759
369
349
95,041

Interest rate
exchange traded
central counterparty cleared OTC
non-central counterparty cleared OTC

14,675,036
1,259,888
8,774,674
4,640,474

279,154
49
117,877
161,228

271,367
8
117,695
153,664

22,328,518
1,432,333
15,039,001
5,857,184

473,243
112
261,880
211,251

468,152
161
264,509
203,482

Equity
exchange traded
non-central counterparty cleared OTC

501,834
265,129
236,705

8,732
1,888
6,844

10,383
2,601
7,782

568,932
289,140
279,792

11,694
2,318
9,376

13,654
3,201
10,453

Credit
central counterparty cleared OTC
non-central counterparty cleared OTC

463,344
90,863
372,481

6,961
1,779
5,182

6,884
2,069
4,815

550,197
126,115
424,082

9,340
1,999
7,341

10,061
2,111
7,950

Commodity and other


exchange traded
non-central counterparty cleared OTC

51,683
8,136
43,547

3,148
38
3,110

2,699

2,699

77,565
7,015
70,550

3,884
80
3,804

3,508
23
3,485

19,653,486

392,194

384,246

27,288,354

592,735

587,379

8,894,800

120,062

120,207

15,183,683

264,200

266,968

10,758,686

272,132

264,039

12,104,671

328,535

320,411

1,728,765

2,142

2,685

1,810,273

2,739

3,755

21,382,251

394,336

386,931

29,098,627

595,473

591,134

(105,860)

(105,860)

(250,465)

(250,465)

288,476

281,071

345,008

340,669

Total OTC derivatives


total OTC derivatives cleared by central
counterparties
total OTC derivatives not cleared by central
counterparties
Total exchange traded derivatives
Gross
Offset
Total at 31 December

The purposes for which HSBC uses derivatives are described in


Note 16 on the Financial Statements.

wrong way risks), a submission to one of three regional


Documentation Approval Committees (DACs) for approval
is required. These DACs require the participation and signoff of senior representatives from regional Markets Chief
Operating Officers, Legal and Risk.

The International Swaps and Derivatives Association


(ISDA) Master Agreement is our preferred agreement
for documenting derivatives activity. It provides the
contractual framework within which dealing activity
across a full range of OTC products is conducted, and
contractually binds both parties to apply close-out
netting across all outstanding transactions covered by an
agreement if either party defaults or another pre-agreed
termination event occurs. It is common, and our preferred
practice, for the parties to execute a Credit Support Annex
(CSA) in conjunction with the ISDA Master Agreement.
Under a CSA, collateral is passed between the parties to
mitigate the counterparty risk inherent in outstanding
positions.

The majority of our CSAs are with financial institutional


clients.
As a consequence of our policy, the type of agreement
we enter into is predominately ISDA CSAs, the majority
of which are written under English law. The table below
provides a breakdown of OTC collateral agreements by
agreement type:
OTC collateral agreements by type
Number of
agreements

We manage the counterparty exposure arising from market


risk on our OTC derivative contracts by using collateral
agreements with counterparties and netting agreements.
Currently, we do not actively manage our general OTC
derivative counterparty exposure in the credit markets,
although we may manage individual exposures in certain
circumstances.

ISDA CSA (English law)


ISDA CSA (New York law)
ISDA CSA (Japanese law)
French Master Agreement and CSA equivalent14
German Master Agreement and CSA equivalent15
Others

2,670
1,702
17
223
93
395

At 31 December 2015

5,100

We place strict policy restrictions on collateral types and as


a consequence the types of collateral received and pledged
are, by value, highly liquid and of a strong quality, being
predominantly cash.

For footnotes, see page 191.

Where a collateral type is required to be approved outside


the collateral policy (which includes collateral that includes

HSBC HOLDINGS PLC

142

Reverse repos non-trading by geographical region


(Audited)

Europe
$m

Asia
$m

MENA
$m

North
America
$m

Latin
America
$m

Total
$m

With customers
With banks

28,366
15,824

5,650
21,804

779

40,316
32,034

1,482

74,332
71,923

At 31 December 2015

44,190

27,454

779

72,350

1,482

146,255

With customers
With banks

25,841
34,748

5,409
22,813

19

35,060
29,008

8,815

66,310
95,403

At 31 December 2014

60,589

28,222

19

64,068

8,815

161,713

Personal lending

loans are secured by the assets being acquired. We also


offer loans secured on existing assets, such as first liens on
residential property, and unsecured lending products such
as overdrafts, credit cards and payroll loans.

We provide a broad range of secured and unsecured


personal lending products to meet customer needs.
Personal lending includes advances to customers for
asset purchases such as residential property where the

Financial Review

The amount of non-trading reverse repos include


transactions with customers and banks and is set out
below.

Strategic Report

Reverse repos non-trading by geographical region

See page 122 and Note 32 on the Financial Statements for details
regarding legally enforceable right of offset in the event of
counterparty default and collateral received in respect of
derivatives.

Asia
$m

MENA
$m

North
America
$m

Latin
America
$m

Total
$m

First lien residential mortgages (A)

125,544

94,606

2,258

50,117

1,986

274,511

Of which:
interest only (including offset)
affordability including ARMs

40,906
356

936
3,966

180
17,041

42,022
21,363

Other personal lending (B)


other
credit cards
second lien residential mortgages
motor vehicle finance

44,982
32,862
12,115

38,101
27,682
10,189
33
197

4,447
3,147
929
2
369

8,069
3,284
996
3,762
27

3,972
1,816
1,780

376

99,571
68,791
26,009
3,797
974

170,526

132,707

6,705

58,186

5,958

374,082

Impairment allowances on personal lending


First lien residential mortgages (a)
Other personal lending (b)
other
credit cards
second lien residential mortgages
motor vehicle finance

278
667
401
265

29
227
104
122

24
214
180
29

991
241
31
30
180

22
186
80
102

1,344
1,535
796
548
180
11

Total impairment allowances at 31 December 2015 (c)

945

256

238

1,232

208

2,879

0.2
1.5
0.6

0.0
0.6
0.2

1.1
4.8
3.5

2.0
3.0
2.1

1.1
4.7
3.5

0.5
1.5
0.8

(a) as a percentage of A
(b) as a percentage of B
(c) as a percentage of C

Shareholder Information

Total gross loans at 31 December 2015 (C)

Financial Statements

Europe
$m

Corporate Governance

Total personal lending

HSBC HOLDINGS PLC

143

Report of the Directors: Risk (continued)


Credit risk

Total personal lending (continued)

First lien residential mortgages (D)

Europe
$m
131,000

Asia
$m
93,147

MENA
$m
2,647

North
America
$m
55,577

Latin
America
$m
4,153

Total
$m
286,524

44,163
337
47,531
34,567
12,959

956
5,248
36,368
25,695
10,289
56
328

3,924
2,633
897
2
392

276
16,452
9,823
4,328
1,050
4,433
12

9,384
4,846
3,322

1,216

45,395
22,037
107,030
72,069
28,517
4,491
1,953

178,531

129,515

6,571

65,400

13,537

393,554

306
786
438
347

46
208
87
119

97
97
59
33

1,644
350
43
36
271

36
1,030
672
298

60

2,129
2,471
1,299
833
271
68

1,092
%
0.2
1.7
0.6

254
%

0.6
0.2

194
%
3.7
2.5
3.0

1,994
%
3.0
3.6
3.0

1,066
%
0.9
11.0
7.9

4,600
%
0.7
2.3
1.2

Of which:
interest only (including offset)
affordability including ARMs
Other personal lending (E)
other
credit cards
second lien residential mortgages
motor vehicle finance
Total gross loans at 31 December 2014 (F)
Impairment allowances on personal lending
First lien residential mortgages (d)
Other personal lending (e)
other
credit cards
second lien residential mortgages
motor vehicle finance
Total impairment allowances at 31 December 2014 (f)
(d) as a percentage of D
(e) as a percentage of E
(f) as a percentage of F

On a reported basis, total personal lending was $374bn at


31 December 2015, down from $394bn at the end of 2014.
The reduction of $20bn was mainly due to adverse foreign
exchange movements of $19bn, the reclassification of
$7.6bn of assets of our Brazilian operations as Assets held
for sale and the run-off of our CML portfolio in North
America of $5bn during the year. Excluding these factors,
personal lending balances grew by $12bn in 2015. This was
primarily driven by increased mortgage and other lending
in Asia.

Reported gross mortgage lending balances declined by


$12bn. Adverse foreign exchange differences and the
Brazilian reclassification reduced the gross mortgage
lending balances by further $13bn and $2.1bn respectively.

Loan impairment allowances reduced by $1.7bn on a


reported basis, mainly due to the Brazilian reclassification
($0.8bn) and the run-off of the US CML portfolio ($0.7bn).

Mortgage lending in Asia, excluding the reclassification to


other personal lending discussed on page 145, grew by
$6.4bn. The increases were primarily attributable to
continued growth in Hong Kong ($4.2bn), mainland China
($1.7bn) and Australia ($1.1bn) as a result of strong
demand and our competitive customer offerings. During
the year, mortgage lending in Singapore fell by $1.1bn
due to a business decision to constrain the level of our
mortgage portfolio, coupled with the effect of a range of
personal lending regulations. The quality of our Asian
mortgage book remained high with negligible defaults and
impairment allowances. The average LTV ratio on new
mortgage lending in Hong Kong was 43% compared with an
estimated 29% for the overall portfolio.

The commentary that follows is on a constant currency


basis, while tables are presented on a reported basis.
Excluding the effect of the Brazilian reclassification and the
US CML run-off portfolio, mortgage lending balances
increased by $7.7bn during the year.

Personal lending loan impairment charges were largely


unchanged at $1.8bn on a reported basis. On a constant
currency basis, they were $0.3bn higher than in 2014,
reflecting increased write-offs in the UAE following a
review of the quality and value of residential mortgage
collateral and the effects of adverse macroeconomic
conditions in Brazil.
Mortgage lending
We offer a wide range of mortgage products designed
to meet customer needs, including capital repayment,
interest-only, affordability and offset mortgages.

In North America, the US CML portfolio, including second


lien mortgages, declined by $5.2bn in 2015 as we
continued to run it off. The US Premier mortgage portfolio
increased by $1.1bn during 2015 as we focused on growth
in our core portfolios of higher quality mortgages. Our
Canadian mortgage lending balances also grew by $0.8bn
during the year. Collectively assessed impairment
allowances reduced during the year due to continued
improvements in the credit quality of the mortgage
portfolio and continued loan sales.

Group credit policy prescribes the range of acceptable


residential property LTV thresholds with the maximum
upper limit for new loans set at between 75% and 95%.
Specific LTV thresholds and debt-to-income ratios are
managed at regional and country levels and, although the
parameters must comply with Group policy, strategy and
risk appetite, they differ in the various locations in which
we operate to reflect the local economic and housing
market conditions, regulations, portfolio performance,
pricing and other product features.

In Europe, UK mortgage balances were unchanged and our


products remained competitive in the prolonged low
interest rate market environment. In the UK, the credit

HSBC HOLDINGS PLC

144

Exposure to UK interest-only mortgage loans


Interest-only mortgage products made up $40bn of total
UK mortgage lending, including $16bn of offset mortgages
in First Direct and $1.7bn of endowment mortgages.

HSBC Finance

The following information is presented for HSBC Bank plcs


UK interest-only mortgage loans with balances of $18bn
at the end of 2015. $0.2bn of interest-only mortgages
matured during 2015. Of these, 2,636 loans with total
balances of $0.1bn were repaid in full, 164 loans with
balances of $0.03bn have agreed future repayment plans
and 550 loans with balances of $0.1bn are subject to
ongoing individual assessments.

17,157

21,915

2,089

2,509

Total (A) at 31 December

19,246

24,424

Impairment allowances
as a percentage of A

986
5.1%

1,679
6.9%

For footnote, see page 191.


$m

314
384
723
801
805
3,997
10,390

Total at 31 December 2015

17,680

Mortgage lending balances in HSBC Finance declined by


$5.2bn or 21% during 2015. In addition to the continued
loan sales in the CML portfolio, we transferred a further
$2.4bn to Assets held for sale during the year, and these
loans were sold in May, August and November 2015.

266

There was a decrease in impairment allowances reflecting


reduced levels of delinquency, and lower levels of both
new impaired loans and loan balances outstanding as a
result of continued liquidation of the portfolio.
Among the first and second lien residential mortgages in
our CML portfolio, two months and over delinquent
balances halved to $1.2bn during 2015.

Other personal lending


Reported other personal lending balances declined
by $7.5bn during the year, mainly due to adverse foreign
exchange movements of $5.8bn and the Brazilian
reclassification of $5.5bn. The reduction was offset by
the growth in other personal lending in Hong Kong.

At 31 December 2015, renegotiated real estate secured


accounts in HSBC Finance represented 91% (2014: 93%)
of North Americas total renegotiated loans. $5.1bn of
renegotiated real estate secured loans was classified as
impaired (2014: $7.6bn).

The commentary that follows is on a constant currency


basis, while tables are presented on a reported basis.

HSBC Bank USA

Excluding the Brazilian reclassification, other personal


lending increased by $4bn in 2015. This was driven by
strong growth in personal loans and overdrafts in Hong
Kong ($1.5bn), other unsecured personal lending portfolio
in UK ($0.7bn) and other personal lending in France

Shareholder Information

In HSBC Bank USA, mortgage balances grew by $1.1bn


to $18bn at 31 December 2015 as we continued to
implement our strategy to grow the HSBC Premier and
Advance customer base. We continued to sell all agencyeligible new originations in the secondary market.

Corporate Governance

UK interest-only mortgage loans

2014
$m

Financial Statements

Residential mortgages:
first lien
Other personal lending:
second lien

2015
$m

Financial Review

HSBC Finance US Consumer and Mortgage Lending


residential mortgages16

The profile of expiring UK interest-only loans was as


follows:

2015 expired interest-only mortgage loans


Interest-only mortgage loans by maturity
2016
2017
2018
2019
2020
2021-2025
Post 2025

Strategic Report

($0.6bn). In Mexico, other unsecured personal lending


grew by $0.6bn mainly in payroll and personal loans as a
result of various sales and credit initiatives. In addition, we
reclassified a total of $1.8bn of loans in Malaysia and India,
and $0.4bn in the UAE, from residential mortgages to other
personal lending following a review of the supporting
collateral.

quality of our mortgage portfolio remained high, the LTV


ratio on new lending was 57.8% compared with an average
of 42.6% for the overall portfolio.

HSBC HOLDINGS PLC

145

Report of the Directors: Risk (continued)


Credit risk

Trends in two months and over contractual delinquency in the US


2015
$m

2014
$m

In personal lending in the US


First lien residential mortgages
Consumer and Mortgage Lending
other mortgage lending

1,954
1,049
905

3,271
2,210
1,061

Second lien residential mortgages


Consumer and Mortgage Lending
other mortgage lending

161
106
55

216
154
62

16
3

17
7

2,134

3,511

As a percentage of the equivalent loans and receivables balances


First lien residential mortgages
Second lien residential mortgages
Credit card
Personal non-credit card

5.7
4.4
2.3
0.7

8.6
5.0
2.4
1.4

Total at 31 December

5.4

8.1

Credit card
Personal non-credit card
Total at 31 December

Gross loan portfolio of HSBC Finance real estate secured balances

Re-aged17
$m
At 31 December 2015
At 31 December 2014

4,858
6,637

Modified
and re-aged
$m

Modified
$m

5,257
6,581

519
587

Total
Total nonrenegotiated renegotiated
loans
loans
$m
$m
10,634
13,805

8,612
10,619

Total
gross
loans
$m

Total
impairment
allowances
$m

Impairment
allowances/
gross loans
%

19,246
24,424

986
1,679

5.1
6.9

For footnote, see page 191.

Number of renegotiated real estate secured accounts remaining in HSBC Finances portfolio

Re-aged
At 31 December 2015
At 31 December 2014

Number of renegotiated loans (000s)


Modified
and re-aged
Modified

66
85

54
64

HSBC Finance loan modifications and re-age


programmes

6
6

Total

Total number
of loans
(000s)

126
155

240
297

involving a bankruptcy and accounts whose borrowers are


subject to a Chapter 13 plan filed with a bankruptcy court
generally may be considered current upon receipt of one
qualifying payment, while accounts whose borrowers have
filed for Chapter 7 bankruptcy protection may be re-aged
upon receipt of a signed reaffirmation agreement. In
addition, any account may be re-aged without receipt of a
payment in certain special circumstances (for example, in
the event of a natural disaster or a hardship programme).

HSBC Finance maintains loan modification and re-age (loan


renegotiation) programmes in order to manage customer
relationships, improve collection opportunities and, if
possible, avoid foreclosure.
Qualifying criteria
For an account to qualify for renegotiation it must meet
certain criteria, and HSBC Finance retains the right to
decline a renegotiation.

Within the constraints of our Group credit policy, we allow


for multiple renegotiations under certain circumstances.
Consequently, a significant proportion of loans included in
the table above have undergone multiple re-ages or
modifications. In this regard, multiple modifications have
remained consistent at 70% to 75% of total modifications.

Renegotiated real estate secured loans are not eligible for a


subsequent renegotiation for six or 12 months depending
upon the action, with a maximum of five renegotiations
permitted within a five-year period. Borrowers must be
approved for a modification and, to activate it, must
generally make two minimum qualifying monthly payments
within 60 days. In certain circumstances where the debt
has been restructured in bankruptcy proceedings, fewer or
no payments may be required. Real estate secured loans

The accounts that received second or subsequent


renegotiations during the year do not appear in the
statistics presented. These statistics treat a loan as an
addition to the volume of renegotiated loans on its first
renegotiation only.

HSBC HOLDINGS PLC

146

the collateral is cash or can be realised by sale in an


established market. The collateral valuation excludes any
adjustments for obtaining and selling the collateral and, in
particular, loans shown as not collateralised or partially
collateralised may also benefit from other forms of credit
mitigants. UK and Hong Kong are shown, both within
regional figures and separately, due to the size of their
portfolios.

(Audited)

The tables below provide a quantification of the value


of fixed charges we hold over specific assets where we
have a history of enforcing, and are able to enforce,
collateral in satisfying a debt in the event of the borrower
failing to meet its contractual obligations, and where

Residential mortgage loans including loan commitments by level of collateral


(Audited)

Non-impaired loans and advances


Fully collateralised
LTV ratio:
less than 50%
51% to 75%
76% to 90%
91% to 100%
Partially collateralised:
greater than 100% LTV (A)
collateral value on A
Impaired loans and advances
Fully collateralised
LTV ratio:
less than 50%
51% to 75%
76% to 90%
91% to 100%
Partially collateralised:
greater than 100% LTV (B)
collateral value on B

At 31 December 2015

Europe
$m

Asia
$m

MENA
$m

North
America
$m

Latin
America
$m

Total
$m

UK
$m

Hong
Kong
$m

128,113

100,102

2,144

41,567

1,869

273,795

122,221

61,784

70,851
47,933
8,322
1,007

59,212
33,237
6,522
1,131

595
985
535
29

12,369
22,071
5,502
1,625

710
903
222
34

143,737
105,129
21,103
3,826

68,362
45,762
7,584
513

42,589
15,961
2,254
980

540
434

168
155

46
37

1,208
1,147

13
11

1,975
1,784

321
221

97
95

128,653

100,270

2,190

42,775

1,882

275,770

122,542

61,881

1,407

222

44

6,713

109

8,495

1,191

46

518
619
183
87

105
76
34
7

18
13
8
5

1,247
2,819
1,811
836

90
14
4
1

1,978
3,541
2,040
936

469
540
133
49

42
3
1

178
160

8
6

18
13

628
547

833
726

49
36

1,585

230

62

7,341

110

9,328

1,240

46

130,238

100,500

2,252

50,116

1,992

285,098

123,782

61,927

HSBC HOLDINGS PLC

147

Strategic Report
Financial Review

Collateral and other credit enhancements held

Corporate Governance

A permanent modification is a change to the contractual terms of


a loan that results in HSBC Finance giving up a right to contractual
cash flows over the life of the loan.
An example is a permanent reduction in the interest rate charged.

Financial Statements

A temporary modification is a change to the contractual terms of


a loan that results in HSBC Finance giving up a right to contractual
cash flows over a pre-defined period, typically two years. With a
temporary modification the loan is expected to revert back to the
original contractual terms, including the interest rate charged,
after the modification period. An example is reduced interest
payments.
A substantial number of HSBC Finance modifications involve
interest rate reductions, which lower the amount of interest
income HSBC Finance is contractually entitled to receive in future
periods. Historically, modifications were granted for terms as low
as six months, although more recent modifications have a
minimum term of two years.

Shareholder Information

HSBC Finance also offers a re-age renegotiation programme,


which results in the resetting of an accounts contractual
delinquency status to current (non-delinquent) upon fulfilment
of certain requirements and without additional concessions. The
overdue principal and/or interest is deferred and paid at a later
date. Loan re-ageing enables customers who have been unable
to make a small number of payments to have their loan
delinquency status reset to current so that their credit score is
not affected by the overdue balances. Re-aging may be offered
to customers either without any modification of original loan
terms, or as part of a loan modification transaction.
All renegotiation transactions described above with the
exception of first time re-ages on accounts that are less than 60
days past due are classified as impaired. These remain classified
as impaired until they have demonstrated a history of payment
performance against their original contracted terms for at least
12 months, with the exception of permanent modifications. All
modified loans with terms over two years are considered to be
permanently impaired.

Types of loan renegotiation programmes in HSBC Finance

Report of the Directors: Risk (continued)


Credit risk

Residential mortgage loans including loan commitments by level of collateral (continued)

Non-impaired loans and advances


Fully collateralised
LTV ratio:
less than 50%
51% to 75%
76% to 90%
91% to 100%

Europe
$m

Asia
$m

MENA
$m

North
America
$m

Latin
America
$m

Total
$m

UK
$m

Hong
Kong
$m

135,875

99,257

2,431

43,317

3,759

284,639

130,333

57,703

66,075
56,178
11,856
1,766

60,315
31,142
6,906
894

1,324
856
212
39

14,003
20,872
5,994
2,448

1,454
1,777
480
48

143,171
110,825
25,448
5,195

63,533
54,095
11,141
1,564

42,894
12,135
2,298
376

537
532

99
81

60
44

2,209
1,999

167
24

3,072
2,680

388
415

136,412

99,356

2,491

45,526

3,926

287,711

130,721

57,703

906

256

122

8,618

154

10,056

781

48

232
417
163
94

130
90
32
4

53
29
19
21

1,291
3,462
2,471
1,394

103
35
10
6

1,809
4,033
2,695
1,519

197
376
131
77

45
3

55
40

7
5

31
23

1,395
1,181

2
1

1,490
1,250

44
30

Partially collateralised:
greater than 100% LTV (C)
collateral value on C
Impaired loans and advances
Fully collateralised
LTV ratio:
less than 50%
51% to 75%
76% to 90%
91% to 100%
Partially collateralised:
greater than 100% LTV (D)
collateral value on D

At 31 December 2014

961

263

153

10,013

156

11,546

825

48

137,373

99,619

2,644

55,539

4,082

299,257

131,546

57,751

2014
$m

2013
$m

2012
$m

2011
$m

Supplementary information
Gross loans and advances by industry sector over five years
Currency
translation
2015 adjustment18
$m
$m

Movement
$m

Personal
first lien residential mortgages
other personal3

374,082
274,511
99,571

(20,232)
(13,697)
(6,535)

760
1,684
(924)

393,554
286,524
107,030

410,728
299,875
110,853

415,093
301,862
113,231

393,625
278,963
114,662

Corporate and commercial


manufacturing
international trade and services
commercial real estate
other property-related
government
other commercial4

499,513
95,858
159,019
67,926
53,464
7,455
115,791

(30,496)
(8,043)
(10,148)
(3,483)
(1,256)
(354)
(7,212)

(12,616)
(3,085)
(11,624)
(1,884)
2,333
1,666
(22)

542,625
106,986
180,791
73,293
52,387
6,143
123,025

545,981
113,850
184,668
74,846
44,832
7,277
120,508

517,120
112,149
169,389
76,760
40,532
10,785
107,505

478,064
96,054
152,709
73,941
39,539
11,079
104,742

Financial
non-bank financial institutions
banks

150,833
60,414
90,419

(9,577)
(2,210)
(7,367)

(2,606)
11,806
(14,412)

163,016
50,818
112,198

170,627
50,523
120,104

164,013
46,871
117,142

184,035
44,832
139,203

1,024,428

(60,305)

(14,462)

1,099,195

1,127,336

1,096,226

1,055,724

23,758

(1,868)

(3,657)

29,283

36,428

38,671

41,584

Impairment allowances on loans and


advances to customers

9,555

(1,189)

(1,593)

12,337

15,143

16,112

17,511

Loan impairment charge


new allowances net of allowance releases
recoveries

3,592
4,400
(808)

(682)
(821)
139

219
211
8

6,048
7,344
(1,296)

8,160
9,306
(1,146)

11,505
12,931
(1,426)

Total gross loans and advances


Impaired loans and advances to customers

4,055
5,010
(955)

For footnotes, see page 191.

The personal lending currency effect on gross loans and


advances of $20bn was made up as follows: Europe $10bn,
Asia $4.2bn, Latin America $2.5bn and North America
$3.3bn. The wholesale lending currency effect on gross
loans and advances of $40bn was made up as follows:

Europe $17bn, Asia $8.7bn, Latin America $11bn, North


America $2.7bn and Middle East and North Africa $0.7bn.
In the following two tables, negative percentage numbers
are favourable, positive numbers are unfavourable.

HSBC HOLDINGS PLC

148

Constant
currency
change
%

10,242
2,048
1,981
11,694
3,365

(748)
(118)
(19)
(71)
(913)

9,494
1,930
1,962
11,623
2,452

183
445
(196)
(2,693)
(1,422)

9,677
2,375
1,766
8,930
1,030

(5.5)
16.0
(10.9)
(23.6)
(69.4)

1.9
23.1
(10.0)
(23.2)
(58.0)

29,330

(1,869)

27,461

(3,683)

23,778

(18.9)

(13.4)

4,455
1,356
1,406
2,640
2,529

(364)
(64)
(11)
(51)
(702)

4,091
1,292
1,395
2,589
1,827

(222)
233
23
(548)
(1,107)

3,869
1,525
1,418
2,041
720

(13.2)
12.5
0.9
(22.7)
(71.5)

(5.4)
18.0
1.6
(21.2)
(60.6)

12,386

(1,192)

11,194

(1,621)

9,573

(22.7)

(14.5)

1,079
644
(1)
300
2,033

(134)
(27)
(1)
(10)
(510)

945
617
(2)
290
1,523

(236)
64
301
179
(89)

709
681
299
469
1,434

(34.3)
5.7

56.3
(29.5)

(25.0)
10.4

61.7
(5.8)

4,055

(682)

3,373

219

3,592

(11.4)

6.5

Reported
change
%

Constant
currency
change
%

For footnote, see page 191.

Reconciliation of reported and constant currency loan impairment charges to the income statement

31 December
2014
as reported
$m

Currency
translation
adjustment18
$m

31 December
2014 at
31 December
2015
exchange
rates
$m

Movement
constant 31 December
currency
2015
basis
as reported
$m
$m

Loan impairment charge


Europe
new allowances
releases
recoveries

1,079
2,445
(1,062)
(304)

(134)
(303)
140
29

945
2,142
(922)
(275)

(236)
(97)
(26)
(113)

709
2,045
(948)
(388)

(34.3)
(16.4)
(10.7)
27.6

(25.0)
(4.5)
2.8
41.1

Asia
new allowances
releases
recoveries

644
1,115
(318)
(153)

(27)
(61)
21
13

617
1,054
(297)
(140)

64
224
(135)
(25)

681
1,278
(432)
(165)

5.7
14.6
35.8
7.8

10.4
21.3
45.5
17.9

Middle East and North Africa


new allowances
releases
recoveries

(1)
355
(314)
(42)

(1)
(7)
6

(2)
348
(308)
(42)

301
144
148
9

299
492
(160)
(33)

38.6
(49.0)
(21.4)

41.4
(48.1)
(21.4)

North America
new allowances
releases
recoveries

300
908
(493)
(115)

(10)
(20)
8
2

290
888
(485)
(113)

179
(157)
299
37

469
731
(186)
(76)

56.3
(19.5)
(62.3)
(33.9)

61.7
(17.7)
(61.6)
(32.7)

Latin America
new allowances
releases
recoveries

2,033
2,707
(333)
(341)

(510)
(674)
69
95

1,523
2,033
(264)
(246)

(89)
(239)
50
100

1,434
1,794
(214)
(146)

(29.5)
(33.7)
(35.7)
(57.2)

(5.8)
(11.8)
(18.9)
(40.7)

Total
new allowances
releases
recoveries

4,055
7,530
(2,520)
(955)

(682)
(1,065)
244
139

3,373
6,465
(2,276)
(816)

219
(125)
336
8

3,592
6,340
(1,940)
(808)

(11.4)
(15.8)
(23.0)
(15.4)

6.5
(1.9)
(14.8)
(1.0)

For footnote, see page 191.

HSBC HOLDINGS PLC

149

Financial Review

Loan impairment charge


Europe
Asia
Middle East and North Africa
North America
Latin America

Reported
change
%

Corporate Governance

Impairment allowances
Europe
Asia
Middle East and North Africa
North America
Latin America

Movement
constant 31 December
2015
currency
as reported
basis
$m
$m

Financial Statements

Impaired loans
Europe
Asia
Middle East and North Africa
North America
Latin America

Currency
translation
adjustment18
$m

Shareholder Information

31 December
2014
as reported
$m

31 December
2014 at
31 December
2015
exchange
rates
$m

Strategic Report

Reconciliation of reported and constant currency impaired loans, allowances and charges by geographical region

Report of the Directors: Risk (continued)


Credit risk

Loan impairment charges by industry sector over five years


2015
$m

2014
$m

2013
$m

2012
$m

2011
$m

Loan impairment charge/(release)


Personal
Corporate and commercial
Financial

1,834
1,769
(11)

1,803
2,256
(4)

3,196
2,974
(122)

5,362
2,802
(4)

9,318
2,114
73

Year ended 31 December

3,592

4,055

6,048

8,160

11,505

Charge for impairment losses as a percentage of average gross loans and advances to customers
2015
%

2014
%

2013
%

2012
%

2011
%

0.48
(0.09)

0.53
(0.10)

0.81
(0.14)

1.00
(0.12)

1.34
(0.15)

Total charge for impairment losses

0.39

0.43

0.67

0.88

1.19

Amount written off net of recoveries

0.37

0.58

0.59

0.93

1.14

2015
$m

2014
$m

2013
$m

2012
$m

2011
$m

Impairment allowances at 1 January

12,386

15,201

16,169

17,636

20,241

Amounts written off


personal
corporate and commercial
financial

(4,194)
(2,707)
(1,473)
(14)

(6,379)
(3,733)
(2,425)
(221)

(6,655)
(4,367)
(2,229)
(59)

(9,812)
(6,905)
(2,677)
(230)

(12,480)
(10,431)
(2,009)
(40)

New allowances net of allowance releases


Recoveries

Movement in impairment allowances over five years

Recoveries of amounts written off in previous years


personal
corporate and commercial
financial

808
681
124
3

955
818
128
9

1,296
1,097
198
1

1,146
966
172
8

1,426
1,175
242
9

3,592
(3,019)

4,055
(1,446)

6,048
(1,657)

8,160
(961)

11,505
(3,056)

Impairment allowances at 31 December

9,573

12,386

15,201

16,169

17,636

Impairment allowances
individually assessed
collectively assessed

5,420
4,153

6,244
6,142

7,130
8,071

6,629
9,540

6,662
10,974

Impairment allowances at 31 December

9,573

12,386

15,201

16,169

17,636

0.4

0.6

0.6

1.0

1.2

Loan impairment charge


Exchange and other movements11

Amount written off net of recoveries as a percentage of average gross


loans and advances to customers
For footnote, see page 191.

HSBC HOLDINGS PLC

150

Total
$m

125,544
117,346
3,606
4
511
4,077

44,982
20,797
12,130
203
8,045
3,807

33,579
25,700
6,070
347
224
1,238

191,807
149,327
20,380
7,941
834
13,325

395,912
313,170
42,186
8,495
9,614
22,447

94,606
60,943
9,297
1,248
56
5,716
2,792
7,743
3,866
2,945

38,101
24,389
726
431
346
1,645
3,113
5,392
629
1,430

67,577
50,825
1,592
637
71
6,185
1,993
3,334
126
2,814

157,616
80,609
6,448
5,728
4,965
23,703
4,947
11,021
5,291
14,904

357,900
216,766
18,063
8,044
5,438
37,249
12,845
27,490
9,912
22,093

2,258
1
1,854
403

4,447
549
2,286
1,612

2,598
104
1,833
661

21,991
2,097
14,199
5,695

31,294
2,751
20,172
8,371

North America
US
Canada
Other

50,117
34,382
14,418
1,317

8,069
4,813
3,029
227

16,014
11,435
4,315
264

56,690
42,439
13,490
761

130,890
93,069
35,252
2,569

Latin America
Mexico
Other

1,986
1,881
105

3,972
2,828
1,144

1,622
1,498
124

10,433
7,844
2,589

18,013
14,051
3,962

At 31 December 2015

274,511

99,571

121,390

438,537

934,009

Europe
UK
France
Germany
Switzerland
Other

131,000
123,239
2,914
6
298
4,543

47,531
21,023
12,820
212
8,149
5,327

35,313
25,927
7,341
304
225
1,516

200,313
156,577
21,834
7,275
614
14,013

414,157
326,766
44,909
7,797
9,286
25,399

93,147
56,656
9,154
1,235
64
4,238
5,201
9,521
3,920
3,158

36,368
22,891
815
285
469
1,981
1,750
5,878
626
1,673

70,057
52,208
2,130
613
202
6,606
1,988
4,210
118
1,982

164,739
82,362
6,360
5,099
5,476
24,875
5,217
11,951
7,057
16,342

364,311
214,117
18,459
7,232
6,211
37,700
14,156
31,560
11,721
23,155

2,647
1
2,263
383

3,924
510
1,782
1,632

2,246
98
1,545
603

21,633
2,272
13,814
5,547

30,450
2,881
19,404
8,165

55,577
37,937
16,236
1,404

9,823
5,482
4,085
256

15,492
11,461
3,708
323

51,535
38,632
11,825
1,078

132,427
93,512
35,854
3,061

4,153
1,967
2,186
2,067

9,384
2,642
6,742
5,531

2,572
1,336
1,236
1,077

29,543
9,503
20,040
16,814

45,652
15,448
30,204
25,489

286,524

107,030

125,680

467,763

986,997

Asia
Hong Kong
Australia
India
Indonesia
Mainland China
Malaysia
Singapore
Taiwan
Other
Middle East and North Africa (excluding Saudi Arabia)
Egypt
UAE
Other

Asia
Hong Kong
Australia
India
Indonesia
Mainland China
Malaysia
Singapore
Taiwan
Other
Middle East and North Africa (excluding Saudi Arabia)
Egypt
UAE
Other
North America
US
Canada
Other
Latin America
Mexico
Other
Included in Other: Brazil
At 31 December 2014
For footnote, see page 191.

HSBC HOLDINGS PLC

151

Financial Review

Commercial,
international
trade and other
$m

Corporate Governance

Propertyrelated
$m

Financial Statements

Europe
UK
France
Germany
Switzerland
Other

Other
personal3
$m

Shareholder Information

First lien
residential
mortgages
$m

Strategic Report

Gross loans and advances to customers by country

Report of the Directors: Risk (continued)


Credit risk

The above tables analyse loans and advances by industry


sector and by the location of the principal operations of the
lending subsidiary or, in the case of the operations of The
Hongkong and Shanghai Banking Corporation, HSBC Bank,
HSBC Bank Middle East and HSBC Bank USA, by the location
of the lending branch.

operations in the normal conduct of their business. It is


reviewed and managed within regulatory and internal
limits for exposures by our Global Risk function, which
provides high-level centralised oversight and management
of credit risks worldwide.
HSBC Holdings maximum exposure to credit risk at
31 December 2015 is shown below. Its financial assets
principally represent claims on Group subsidiaries in
Europe and North America.

HSBC Holdings
(Audited)

Risk in HSBC Holdings is overseen by the HSBC Holdings


Asset and Liability Management Committee (HALCO).
The major risks faced by HSBC Holdings are credit risk,
liquidity risk and market risk (in the form of interest
rate risk and foreign exchange risk), of which the most
significant is credit risk.

All the derivative transactions are with HSBC undertakings


that are banking counterparties (2014: 100%) and for
which HSBC Holdings has in place master netting
arrangements. Since 2012, the credit risk exposure has
been managed on a net basis and the remaining net
exposure is specifically collateralised in the form of cash.

Credit risk in HSBC Holdings primarily arises from


transactions with Group subsidiaries and from guarantees
issued in support of obligations assumed by certain Group
HSBC Holdings maximum exposure to credit risk
(Audited)

2015
Maximum
exposure
$m
Cash at bank and in hand:
balances with HSBC undertakings
Derivatives
Loans and advances to HSBC undertakings
Financial investments in HSBC undertakings
Other assets
Financial guarantees and similar contracts
Loan and other credit-related commitments
At 31 December

Offset
$m

2014
Exposure to
credit risk
(net)
$m

Maximum
exposure
$m

242
2,467
44,350
4,285
109
68,333

(2,467)

242

44,350
4,285
109
68,333

249
2,771
43,910
4,073

119,786

(2,467)

117,319

103,042

The credit quality of loans and advances and financial


investments, both of which consist of intra-Group lending,
is assessed as strong or good, with 100% of the exposure
being neither past due nor impaired (2014: 100%).

Securitisation exposures and other


structured products
The following table summarises the carrying amount of our
ABS exposure by categories of collateral and includes
assets held in the GB&M legacy credit portfolio with a
carrying value of $15bn (2014: $23bn).
At 31 December 2015, the available-for-sale reserve in
respect of ABSs was a deficit of $1,021m (2014: deficit of
$777m). For 2015, the impairment write-back in respect of
ABSs was $85m (2014: write-back of $276m).

HSBC HOLDINGS PLC

152

52,023
16

Offset
$m

(2,610)

(2,610)

Exposure to
credit risk
(net)
$m
249
161
43,910
4,073
52,023
16
100,432

Held to
maturity
$m

73

2,247
1,989

132
55

2,453
2,051

1,075
1,796

166
812
590

15,082
780
2,308

13,997

108
201

29,245
1,700
3,099

253
1,656

Leveraged finance-related assets


Student loan-related assets
Other assets

240
236
1,184

2,294
2,991
880

23

149
25
128

2,683
3,252
2,215

1,310
2,679
565

At 31 December 2015

3,301

28,571

14,004

24

798

46,698

9,334

122
96

3,081
3,022

11

308
110

3,511
3,239

2,075
2,411

82
928
654

10,401
1,220
3,627

13,436

330
516

23,919
2,478
4,797

652
2,854

Leveraged finance-related assets


Student loan-related assets
Other assets

172
242
1,264

3,660
3,545
1,114

19

218
119
646

4,050
3,906
3,043

2,526
3,284
758

At 31 December 2014

3,560

29,670

13,447

19

2,247

48,943

14,560

Financial Statements

Mortgage-related assets:
Sub-prime residential
US Alt-A residential
US Government agency and
sponsored enterprises:
MBSs
Other residential
Commercial property

Shareholder Information

Mortgage-related assets:
Sub-prime residential
US Alt-A residential
US Government agency and
sponsored enterprises:
MBSs
Other residential
Commercial property

Financial Review

Available
for sale
$m

Loans and
receivables
$m

Of which
held through
consolidated
Total
SEs
$m
$m

Corporate Governance

Trading
$m

Designated
at fair value
through
profit or loss
$m

Strategic Report

Carrying amount of HSBCs consolidated holdings of ABSs

HSBC HOLDINGS PLC

153

Report of the Directors: Risk (continued)


Liquidity and funding

Liquidity and funding


Liquidity and funding
Primary sources of funding
Liquidity and funding in 2015
Wholesale senior funding markets
Liquidity regulation
Liquidity coverage ratio EC LCR Delegated Regulation
Management of liquidity and funding risk
Forward-looking framework
2015 framework
Inherent liquidity risk categorisation
Core deposits
Advances to core funding ratio
Stressed coverage ratios
Stressed scenario analysis
Liquid assets of HSBCs principal operating entities
Net contractual cash flows

Wholesale debt monitoring


Liquidity behaviouralisation
Funds transfer pricing
Contingent liquidity risk arising from committed
lending facilities
Sources of funding
Repos and stock lending
Cross-border intra-Group and cross-currency liquidity
and funding risk
Wholesale term debt maturity profile
Analysis of on-balance sheet encumbered and
unencumbered assets and off-balance sheet
collateral
On-balance sheet encumbered and unencumbered
assets
Off-balance sheet collateral
Additional contractual obligations
Contractual maturity of financial liabilities
Management of cross-currency liquidity and funding
risk
HSBC Holdings

Page

App1

155

204
204

155
155
155
155
156
156
156

156
157
157
158

Tables

Page

Operating entities LCRs

156

Advances to core funding ratios


Stressed one-month and three-month coverage ratios

157
157

Liquid assets of HSBCs principal entities


Net cash inflows/(outflows) for interbank loans and
intra-Group deposits and reverse repo, repo and short
positions

158

204

204
205
205
205
205
206
206

159

207
207
207
159
159
208
160
162

162

159

Funding sources and uses

160

Advances to core funding ratios by material currency


Wholesale funding cash flows payable by HSBC under
financial liabilities by remaining contractual maturities

160
161

Analysis of on-balance sheet encumbered and


unencumbered assets

163

Cash flows payable by HSBC under financial liabilities


by remaining contractual maturities

164

Cash flows payable by HSBC Holdings under financial


liabilities by remaining contractual maturities

165

209

162
162
164
164

165

The Groups contractual undrawn exposures monitored


under the contingent liquidity risk limit structure

210
210

1 Appendix to Risk risk policies and practices.

HSBC HOLDINGS PLC

154

Liquidity risk is the risk that the Group will not have
sufficient financial resources to meet its obligations as
they fall due, or will have to do so at an excessive cost.
The risk arises from mismatches in the timing of cash
flows.

The HSBC UK liquidity group, The Hongkong and Shanghai Banking


Corporation and HSBC USA are defined in footnotes 19 to 21 on
page 191. The ACF ratio is discussed on page 205.

The risk arises when the funding needed for illiquid


asset positions cannot be obtained at the expected
terms and when required.

Wholesale senior funding markets


Conditions in the bank wholesale debt markets were
generally positive in 2015. Periods of volatility remained,
however, particularly during the latter months of the year
when concerns over the decline in oil prices and economic
growth in Europe and mainland China combined with a
variety of other factors to leave the outlook uncertain,
affecting market confidence.

A summary of our current policies and practices regarding liquidity


and funding is provided in the Appendix to Risk on page 204.

Liquidity and funding risk management framework


The objective of our liquidity framework is to allow us to
withstand very severe liquidity stresses. It is designed to be
adaptable to changing business models, markets and
regulations.

In 2015, a number of Group entities issued the equivalent


of $22bn (2014: $20bn) of long-term debt securities in the
public capital markets in a range of currencies and
maturities.

Our Liquidity and Funding Risk Management Framework


(LFRF) requires:
liquidity to be managed by operating entities on a
stand-alone basis with no implicit reliance on the Group
or central banks;

Liquidity regulation

Strategic Report

HSBC USA recorded a decrease in its ACF ratio to 89%


at 31 December 2015 (2014: 100%), mainly because of
growth in core funding, which was partially offset by higher
loans to customers.

Financial Review

Liquidity and funding

all operating entities to maintain a positive stressed


cash flow position out to three months under prescribed
Group stress scenarios.

The European calibration of the net stable funding ratio


(NSFR) is still pending following the Basel Committees
final recommendation in October 2014, and therefore
external disclosure of this metric is currently on hold.

Liquidity and funding in 2015


The liquidity position of the Group remained strong in
2015. Our ratio of customer advances to customer deposits
was 72% (2014: 72%). Both customer loans and customer
accounts fell on a reported basis with these movements
including:

Non-EU regulators are expected to apply the LCR and NSFR


reporting requirement locally and there is the potential for
local requirements to diverge from the rules applicable to
the Group.

Corporate Governance

Under European Commission (EC) Delegated Regulation


2015/61, the consolidated liquidity coverage ratio (LCR)
became a minimum regulatory standard from 1 October
2015.

all operating entities to comply with their limits for the


advances to core funding ratio; and

a reduction in corporate overdraft and current account


balances relating to a small number of clients in our
Payments and Cash Management business in the UK
who settled their overdraft and deposit balances on a
net basis, with customers increasing the frequency with
which they settled their positions; and

We define operational deposits as transactional


(current) accounts arising from the provision of custody
services by HSBC Security Services or Payments and
Cash Management services, where the operational
component is assessed to be the lower of the current
balance and the separate notional values of debits and
credits across the account in the previous calculation
period.

movements in currency markets, which changed the


value of our customer loans and customer accounts
when translated from their local currency into US
dollars.

No transferability of liquidity from non-EU entities is


assumed other than to the extent currently permitted.
This results in $94bn of high-quality liquid assets
(HQLA) being excluded from the Groups LCR.

The HSBC UK liquidity group recorded an increase in


its advances to core funding (ACF) ratio to 101%
at 31 December 2015 (2014: 97%), mainly because of
higher wholesale lending while core funding remained
unchanged.

On the basis of these assumptions, we reported to the PRA


a Group EC LCR at 31 December 2015 (on the basis of the
Delegated Regulation) of 116%.

The Hongkong and Shanghai Banking Corporation recorded


a decrease in its ACF ratio to 69% at 31 December 2015
(2014: 75%), mainly because of an increase in core deposits
coupled with a decrease in corporate loans.

The ratio of total consolidated HQLAs to the EC LCR


denominator at 31 December 2015 was 142%, reflecting
the additional $94bn of HQLAs excluded from the Group
LCR.

HSBC HOLDINGS PLC

155

Shareholder Information

The calculation of the EC LCR metric involves two key


assumptions: the definition of operational deposits and the
ability to transfer liquidity from non-EU legal entities.

Financial Statements

Liquidity coverage ratio EC LCR Delegated


Regulation

the transfer to Assets held for sale and Liabilities of


disposal groups held for sale of balances relating to the
planned disposal of our operations in Brazil;

Report of the Directors: Risk (continued)


Liquidity and funding

The liquidity position of the Group can also be represented


by the stand-alone ratios of each of our principal operating
entities. The table below displays the individual LCR levels
for the principal HSBC operating entities on an EC LCR
Delegated Regulation basis. The ratios shown for operating
entities in non-EU jurisdictions can vary from their local LCR
measures due to differences in the way non-EU regulators
have implemented the Basel III recommendations.

vi. operating entity three-month and twelve-month


cumulative rolling term contractual maturity limits
covering deposits from banks, deposits from non-bank
financials and securities issued;
vii. annual individual liquidity adequacy assessment
(ILAA) by operating entity; and
viii. during 2016, we will also introduce a minimum
operating entity LCR requirement by currency.

Operating entities LCRs

The new internal LFRF and the risk tolerance (limits) were
approved by the RMM and the Board on the basis of
recommendations made by the Group Risk Committee.

19

HSBC UK liquidity group


The Hongkong and Shanghai Banking Corporation
Hong Kong Branch20
The Hongkong and Shanghai Banking Corporation
Singapore Branch20
HSBC Bank USA21
HSBC France22
Hang Seng Bank
HSBC Canada22
HSBC Bank China

At
31 December
2015
%
107

Our ILAA process has been designed to identify risks that


are not reflected in the Group framework and where
additional limits are assessed to be required locally, and to
validate the risk tolerance at the operating entity level.

150

The decision to create an internal framework modelled


around the external regulatory framework was driven by
the need to ensure that the external and internal
frameworks are directionally aligned and that the Groups
internal funds transfer pricing framework incentivises the
global businesses within each operating entity to
collectively comply with both the external (regulatory) and
the internal risk tolerance.

189
116
127
199
142
183

For footnotes, see page 191.

At 31 December 2015, all the Groups operating entities


were individually within the risk tolerance level established
by the Board and applicable under the new internal
framework which took effect from 1 January 2016.

Current framework
The 2015, LFRF employed two key measures to define,
monitor and control the liquidity and funding risk of each
of our operating entities. The ACF ratio was used to
monitor the structural long-term funding position, and the
stressed coverage ratio, incorporating Group-defined stress
scenarios, was used to monitor the resilience to severe
liquidity stresses. Although in place before and during
2015, this framework and its accompanying metrics will
be demised as the new framework outlined above is
implemented.

Management of liquidity and funding risk


Forward-looking framework
From 1 January 2016, the Group implemented a new
internal LFRF, using the external LCR and NSFR regulatory
framework as a foundation, but adding extra metrics/limits
and overlays to address the risks that we consider are not
adequately reflected by the external regulatory framework.
The key aspects of the new internal LFRF are:

The three principal entities listed in the tables below


represented 65% (2014: 66%) of the Groups customer
accounts. Including the other principal entities, the
percentage was 88% (2014: 88%).

i.

stand-alone management of liquidity and funding by


operating entity;
ii. operating entity classification by inherent liquidity risk
(ILR) categorisation;
iii. minimum operating entity EC LCR requirement
depending on ILR categorisation (EC LCR Delegated
Regulation basis);
iv. minimum operating entity NSFR requirement
depending on ILR categorisation (on the basis of the
Basel 295 publication, pending finalisation of the EC
NSFR delegated regulation);
v. legal entity depositor concentration limit;

Advances to core funding ratio


The table overleaf shows the extent to which loans and
advances to customers in our principal banking entities
were financed by reliable and stable sources of funding.
ACF limits set for principal operating entities at
31 December 2015 ranged between 80% and 120%.
Core funding represents the core component of customer
deposits and any term professional funding with a residual
contractual maturity beyond one year. Capital is excluded
from our definition of core funding.

HSBC HOLDINGS PLC

156

101
101
96
98

97
102
97
100

69
75
69
72

75
75
72
74

89
100
89
94

100
100
85
95

91
95
91
93

92
94
92
93

The ratios tabulated below express stressed cash inflows


as a percentage of stressed cash outflows over both
one-month and three-month time horizons. Operating
entities are required to maintain a ratio of 100% or more
out to three months.
Inflows included in the numerator of the stressed coverage
ratio are generated from liquid assets (net of assumed
haircuts) and cash inflows relating to assets contractually
maturing within the time period.
In general, customer loans and advances are assumed to be
renewed on maturity and as a result do not generate a cash
inflow.
The stressed coverage ratios for The Hongkong and Shanghai
Banking Corporation increased due to higher deposits and
lower advances year-on-year. The ratios for HSBC USA
increased due to a growth in core funding.
The stressed coverage ratios for the other entities remained
broadly unchanged.

For footnotes, see page 191.

Financial Review

HSBC UK liquidity group19


Year-end
Maximum
Minimum
Average
The Hongkong and Shanghai Banking
Corporation20
Year-end
Maximum
Minimum
Average
HSBC USA21
Year-end
Maximum
Minimum
Average
Total of HSBCs other principal entities24
Year-end
Maximum
Minimum
Average

At 31 December
2015
2014
%
%

Strategic Report

Stressed coverage ratios

Advances to core funding ratios23

Stressed one-month and three-month coverage ratios23

117
117
102
107

105
114
105
108

109
109
103
104

129
129
113
119

117
119
114
116

120
120
111
115

112
114
111
112

126
126
109
117

111
122
108
115

116
116
101
108

104
111
104
107

126
126
110
116

122
126
114
118

111
111
105
108

108
120
108
111

For footnotes, see page 191.

Liquid assets of HSBCs principal operating entities

Like reverse repo transactions with residual contractual


maturities within three months, unsecured interbank loans
maturing within three months are not included in liquid
assets, but are treated as contractual cash inflows.

The table below shows the estimated liquidity value


(before assumed haircuts) of assets categorised as liquid
and used for the purposes of calculating the three-month
stressed coverage ratios, as defined under the LFRF.

Liquid assets are held and managed on a stand-alone


operating entity basis. Most of the liquid assets shown
are held directly by each operating entitys Balance Sheet
Management (BSM) department, primarily for the
purpose of managing liquidity risk, in line with the LFRF.

The level of liquid assets reported reflects the stock


of unencumbered liquid assets at the reporting date
adjusted for the effect of reverse repo, repo and collateral
swaps maturing within three months as the liquidity value
of these transactions is reflected as a contractual cash flow
reported in the net contractual cash flow table. Repos are
sale and repurchase transactions while reverse repos are
transactions under which securities are purchased under
commitments to sell.

The liquid asset buffer may also include securities held in


held-to-maturity portfolios. In order to qualify as part of
the liquid asset buffer, all held-to-maturity portfolios must
have a deep and liquid repo market in the underlying
security.

HSBC HOLDINGS PLC

157

Corporate Governance

113
127
112
117

Financial Statements

HSBC UK liquidity group19


Year-end
Maximum
Minimum
Average
The Hongkong and Shanghai Banking Corporation20
Year-end
Maximum
Minimum
Average
HSBC USA21
Year-end
Maximum
Minimum
Average
Total of HSBCs other principal entities24
Year-end
Maximum
Minimum
Average

Stressed three-month coverage


ratios at 31 December
2015
2014
%
%

Shareholder Information

Stressed one-month coverage


ratios at 31 December
2015
2014
%
%

Report of the Directors: Risk (continued)


Liquidity and funding

For a summary of our liquid asset policy and definitions of the


classifications shown in the table below, see the Appendix to Risk
on page 206.

Liquid assets also include any unencumbered liquid


assets held outside BSM for any other purpose. The LFRF
gives ultimate control of all unencumbered assets and
sources of liquidity to BSM.
Liquid assets of HSBCs principal entities

Estimated liquidity value25


31 December
31 December
2015
2014
$m
$m
HSBC UK liquidity group19
Level 1
Level 2
Level 3
The Hongkong and Shanghai Banking Corporation20
Level 1
Level 2
Level 3
HSBC USA21
Level 1
Level 2
Level 3
Other
Total of HSBCs other principal entities24
Level 1
Level 2
Level 3

118,193
4,722
59,378

131,756
4,688
66,011

182,293

202,455

132,870
6,029
7,346

109,683
4,854
7,043

146,245

121,580

42,596
11,798
9
5,557

51,969
15,184
197
9,492

59,960

76,842

108,789
10,764
5,486

115,770
7,940
9,360

125,039

133,070

For footnotes, see page 191.

Net contractual cash flows

All assets held within the liquid asset portfolio are


unencumbered.

The following table quantifies the contractual cash flows


from interbank and intra-Group loans and deposits, and
reverse repo, repo (including intra-Group transactions)
and short positions for the principal entities shown. These
contractual cash inflows and outflows are reflected gross in
the numerator and denominator, respectively, of the one
and three-month stressed coverage ratios and should be
considered alongside the level of liquid assets.

The quantum of liquid assets held by the HSBC UK


liquidity group on a constant currency basis was broadly
unchanged.
Liquid assets held by The Hongkong and Shanghai
Banking Corporation increased due to added holdings of
government securities and higher regulatory reserves.
This was driven by the investment of surplus deposits.

Outflows included in the denominator of the stressed


coverage ratios include the principal outflows associated
with the contractual maturity of wholesale debt securities
reported in the table headed Wholesale funding cash flows
payable by HSBC under financial liabilities by remaining
contractual maturities on page 161.

Liquid assets held by HSBC USA decreased, mainly due


to a switch from regulatory reserves to reverse repo
placements. A corresponding improvement can be seen
in HSBC USAs net repo cash flow shown in the net
contractual cash flow table.

For a summary of our policy and definitions of the classifications


shown in the table on page 159, see the Appendix to Risk on
page 206.

HSBC HOLDINGS PLC

158

Interbank and intra-Group loans and deposits


HSBC UK liquidity group19
The Hongkong and Shanghai Banking Corporation20
HSBC USA21
Total of HSBCs other principal entities24

(18,534)
3,702
(12,432)
2,875

(3,712)
6,027
937
6,123

(14,110)
(1,277)
(18,353)
(1,522)

(2,846)
6,862
1,648
7,310

Reverse repo, repo, stock borrowing, stock lending and outright


short positions (including intra-Group)
HSBC UK liquidity group19
The Hongkong and Shanghai Banking Corporation20
HSBC USA21
Total of HSBCs other principal entities24

(16,861)
15,068
19,431
(22,571)

1,313
12,326

5,240

(16,070)
8,139
(4,928)
(33,235)

11,551
8,189

(11,528)

For footnotes, see page 191.

Contingent liquidity risk arising from


committed lending facilities

group had undrawn committed lending facilities to these


conduits of $8.2bn (2014: $11bn), of which Solitaire
represented $7.7bn (2014: $9.5bn) and the remaining
$0.5bn (2014: $1.6bn) pertained to Mazarin. Although the
HSBC UK liquidity group provides a liquidity facility,
Solitaire and Mazarin have no need to draw on it so long
as HSBC purchases the commercial paper issued, which it
intends to do for the foreseeable future. At 31 December
2015, the commercial paper issued by Solitaire and Mazarin
was entirely held by the HSBC UK liquidity group. Since
HSBC controls the size of the portfolio of securities held by
these conduits, no contingent liquidity risk exposure arises
as a result of these undrawn committed lending facilities.

The Groups operating entities provide commitments


to various counterparties. The most significant liquidity
risk relates to committed lending facilities which, whilst
undrawn, give rise to contingent liquidity risk as they could
be drawn during a period of liquidity stress. Commitments
are given to customers and committed lending facilities are
provided to consolidated multi-seller conduits established
to enable clients to access flexible market-based sources of
finance (see page 442), consolidated securities investment
conduits and third-party sponsored conduits.
The consolidated securities investment conduits include
Solitaire Funding Limited (Solitaire) and Mazarin Funding
Limited (Mazarin). They issue asset-backed commercial
paper secured against the portfolio of securities held by
them. At 31 December 2015, the HSBC UK liquidity

The table below shows the level of undrawn commitments


to customers outstanding for the five largest single facilities
and the largest market sector, and the extent to which they
are undrawn.

The Groups contractual undrawn exposures at 31 December monitored under the contingent liquidity risk limit structure

Financial Review

At 31 December 2014
Cash flows Cash flows from
within 1 month
1 to 3 months
$m
$m

Corporate Governance

At 31 December 2015
Cash flows Cash flows from
within 1 month
1 to 3 months
$m
$m

Strategic Report

Net cash inflows/(outflows) for interbank and intra-Group loans and deposits and reverse repo, repo and short positions

HSBC UK liquidity group19


2015
2014
$bn
$bn
Commitments to conduits
Consolidated multi-seller conduits
total lines
largest individual lines
Consolidated securities investment
conduits total lines
Third-party conduits total lines
Commitments to customers
five largest26
largest market sector27

HSBC USA21
2015
2014
$bn
$bn

HSBC Canada22
2015
2014
$bn
$bn

The Hongkong and


Shanghai Banking
Corporation20
2015
2014
$bn
$bn

13.4
0.4

9.8
0.9

3.3
0.5

2.3
0.5

0.2
0.1

0.2
0.2

8.2

11.1

0.1

0.1

4.9
17.9

2.6
16.6

6.4
9.7

7.1
10.0

1.4
3.4

1.7
3.5

1.7
3.4

1.5
3.2

Financial Statements

(Audited)

Sources of funding

The Funding sources and uses table below, which provides


a consolidated view of how our balance sheet is funded,
should be read in light of the LFRF, which requires
operating entities to manage liquidity and funding risk
on a stand-alone basis.

(Audited)

Our primary sources of funding are customer current


accounts and customer savings deposits payable on
demand or at short notice. We issue wholesale securities
(secured and unsecured) to supplement our customer
deposits and change the currency mix, maturity profile
or location of our liabilities.

The table analyses our consolidated balance sheet


according to the assets that primarily arise from operating
activities and the sources of funding primarily supporting
these activities. The assets and liabilities that do not arise

HSBC HOLDINGS PLC

159

Shareholder Information

For footnotes, see page 191.

Report of the Directors: Risk (continued)


Liquidity and funding

relationship with that operating entity. Access to public debt


markets is coordinated globally by the Global Head of Balance
Sheet Management and the Group Treasurer with Group
ALCO monitoring all planned public debt issuance on a
monthly basis. As a general principle, operating entities
are only permitted to issue in their local currency and are
encouraged to focus on local private placements. The public
issuance of debt instruments in foreign currency is tightly
controlled and generally restricted to HSBC Holdings plc and
HSBC Bank plc.

from operating activities are presented as a net balancing


source or deployment of funds.
The level of customer accounts continued to exceed the
level of loans and advances to customers. The positive
funding gap was predominantly deployed in liquid assets
(cash and balances with central banks and financial
investments) as required by the LFRF.
Loans and other receivables due from banks continued to
exceed deposits taken from banks. The Group remained a
net unsecured lender to the banking sector.

A central principle of our stand-alone approach to LFRF is that


operating entities place no future reliance on other Group
entities. However, operating entities may, at their discretion,
utilise their respective committed facilities from other Group
entities if necessary. In addition, intra-Group large exposure
limits are applied by national regulators to individual legal
entities locally, which restrict the unsecured exposures of
legal entities to the rest of the Group to a percentage of
the lenders regulatory capital.

For a summary of sources and utilisation of repos and stock


lending, see the Appendix to Risk on page 208.

Funding sources and uses28


Sources
Customer accounts
Deposits by banks
Repurchase agreements non-trading
Debt securities issued
Liabilities of disposal groups held for
sale
Subordinated liabilities
Financial liabilities designated
at fair value
Liabilities under insurance contracts
Trading liabilities
repos
stock lending
settlement accounts
other trading liabilities
Total equity
At 31 December
Uses
Loans and advances to customers
Loans and advances to banks
Repurchase agreements non-trading
Assets held for sale
Trading assets
reverse repos
stock borrowing
settlement accounts
other trading assets
Financial investments
Cash and balances with central banks
Net deployment in other balance sheet
assets and liabilities
At 31 December

2015
$m

2014
$m

1,289,586
54,371
80,400
88,949

1,350,642
77,426
107,432
95,947

36,840
22,702

6,934
26,664

66,408
69,938
141,614
442
8,859
10,530
121,783

76,153
73,861
190,572
3,798
12,032
17,454
157,288

197,518

199,978

2,048,326

2,205,609

924,454
90,401
146,255
43,900
224,837
438
7,118
12,127
205,154

974,660
112,149
161,713
7,647
304,193
1,297
7,969
21,327
273,600

428,955
98,934

415,467
129,957

90,590

99,823

2,048,326

2,205,609

Our LFRF also considers the ability of each entity to continue


to access foreign exchange markets under stress when
a surplus in one currency is used to meet a deficit in another
currency, for example, by using the foreign currency swap
markets. Where appropriate, operating entities are required
to monitor stressed coverage ratios and ACF ratios for
non-local currencies and set limits for them. Foreign
currency swap markets in currency pairs settled through
the Continuous Link Settlement Bank are considered to be
extremely deep and liquid and it is assumed that capacity
to access these markets is not exposed to idiosyncratic risks.
The table below shows the ACF ratios by material currencies
for the year ended 31 December 2015.
Advances to core funding ratios by material currency23
At
31 December
2015
%
HSBC UK liquidity group19
Local currency (sterling)
US dollars
Euros
Consolidated

For footnote, see page 191.

Cross-border, intra-Group and cross-currency liquidity


and funding risk
The stand-alone operating entity approach to liquidity and
funding mandated by the LFRF restricts the exposure of our
operating entities to the risks that can arise from extensive
reliance on cross-border funding. Operating entities manage
their funding sources locally, focusing predominantly on the
local customer deposit base. The RBWM, CMB and GPB
customer relationships that give rise to core deposits within
an operating entity generally reflect a local customer

98
128
111
101

The Hongkong and Shanghai Banking Corporation20


Local currency (Hong Kong dollars)
US dollars
Consolidated

76
60
69

HSBC USA21
Local currency (US dollars)
Consolidated

89
89

Total of HSBCs other principal entities24


Local currency
US dollars
Consolidated

96
89
91

For footnotes, see page 191.

For all HSBCs operating entities, the only material currencies


(those that exceed 5% of Group balance sheet liabilities) are
the Hong Kong dollar, euro, sterling and US dollar.

HSBC HOLDINGS PLC

160

Wholesale funding cash flows payable by HSBC under financial liabilities by remaining contractual maturities

Due not
more than
1 month
$m

Due over
1 month
but not
more than
3 months
$m

Due over
3 months
but not
more than
6 months
$m

Due over
6 months
but not
more than
9 months
$m

Due over
9 months
but not
more than
1 year
$m

Due over
1 year
but not
more than
2 years
$m

Due over
2 years
but not
more than
5 years
$m

Due over
5 years
$m

Total
$m

19,447
5,830
4,229
883

8,414
20
71

11,803
8,426
2,240
964

173

20,565
11,250
7,130
1,544

195
446

6,712
2,944
2,687
875

206

5,274
1,224
1,711
2,166

173

20,150
955
10,850
4,158
2,074

313
1,800

43,463
108
27,239
9,741
1,619

1,554
3,202

27,398
10
18,407
5,262
2,577

114
1,028

154,812
30,747
74,493
25,593
6,270
8,414
2,748
6,547

816

816

34
34

648
648

6,826
6,338
488

34,423
32,494
1,929

42,747
39,514
3,233

At 31 December 2015

19,447

12,619

20,565

6,712

5,308

20,798

50,289

61,821

197,559

Debt securities issued


unsecured CDs and CP
unsecured senior MTNs
unsecured senior structured notes
secured covered bonds
secured asset-backed commercial paper
secured ABS
others

17,336
5,637
1,300
1,363

8,602
212
222

17,161
9,337
5,679
1,082

1,063

19,030
9,237
7,684
2,049

60

9,352
4,793
2,922
1,149
205

283

9,055
3,010
4,794
979

272

27,312
3,506
17,676
4,757

915
458

40,855
4,158
23,523
8,444
2,765

1,562
403

31,928
185
20,715
6,789
2,942

1,297

172,029
39,863
84,293
26,612
5,912
8,602
4,367
2,380

150
150

3
3

185
185

113
113

5,556
5,556

40,487
34,750
5,737

46,494
40,757
5,737

17,336

17,311

19,030

9,355

9,240

27,425

46,411

72,415

218,523

Debt securities issued


unsecured CDs and CP
unsecured senior MTNs
unsecured senior structured notes
secured covered bonds
secured asset-backed commercial paper
secured ABS
others
Subordinated liabilities
subordinated debt securities
preferred securities
HSBC HOLDINGS PLC

161

Subordinated liabilities
subordinated debt securities
preferred securities
At 31 December 2014

Shareholder Information

Financial Statements

Corporate Governance

Financial Review

Strategic Report

Report of the Directors: Risk (continued)


Liquidity and funding

Wholesale term debt maturity profile

positioned with central banks for the specific purpose of


emergency liquidity provision irrespective of whether any
liquidity has actually been drawn and assets encumbered.
The second is to include an analysis of the source of
encumbrance for those assets reported as encumbered.

The maturity profile of our wholesale term debt obligations


is set out in the table on page 161, Wholesale funding
principal cash flows payable by HSBC under financial
liabilities by remaining contractual maturities.

An asset is defined as encumbered if it has been pledged


as collateral against an existing liability and, as a result,
is no longer available to the Group to secure funding,
satisfy collateral needs or be sold to reduce our funding
requirement. An asset is therefore categorised as
unencumbered if it has not been pledged against an
existing liability. Unencumbered assets are further
analysed into four separate sub-categories: Readily
realisable assets, Other realisable assets, Reverse
repo/stock borrowing receivables and derivative assets
and Cannot be pledged as collateral.

The balances in the table do not agree directly with those


in the consolidated balance sheet as the table presents
gross cash flows relating to principal payments and not the
balance sheet carrying value, which includes debt securities
and subordinated liabilities measured at fair value.

Analysis of on-balance sheet encumbered


and unencumbered assets and off-balance
sheet collateral
On-balance sheet encumbered and unencumbered
assets

For a summary of our policy on collateral management and


definition of encumbrance, see the Appendix to Risk on page 209.

The table on page 163, Analysis of on-balance sheet


encumbered and unencumbered assets, summarises
the total on-balance sheet assets that are capable of
supporting future funding and collateral needs and shows
the extent to which these assets are currently pledged for
this purpose. The objective of this disclosure is to facilitate
an understanding of available and unrestricted assets that
could be used to support potential future funding and
collateral needs.

Off-balance sheet collateral


Off-balance sheet collateral received and pledged for
reverse repo, stock borrowing and derivative transactions
The fair value of assets accepted as collateral that we are
permitted to sell or repledge in the absence of default was
$228bn at 31 December 2015 (2014: $257bn). The fair value
of any such collateral actually sold or repledged was
$150bn (2014: $176bn). We are obliged to return
equivalent securities. These transactions are conducted
under terms that are usual and customary to standard
reverse repo, stock borrowing and derivative transactions.

Under Off-balance sheet collateral below we discuss the


off-balance sheet collateral received and re-pledged, and
the level of available unencumbered off-balance sheet
collateral.
The disclosure is not designed to identify assets which
would be available to meet the claims of creditors or to
predict assets that would be available to creditors in the
event of a resolution or bankruptcy.

The fair value of collateral received and repledged in relation


to reverse repos, stock borrowing and derivatives is reported
on a gross basis. The related balance sheet receivables and
payables are reported on a net basis where required under
IFRSs offset criteria.

The table has been significantly updated since 2014


following the issuance of a Dear CFO letter by the PRA,
and acknowledgement by the Enhanced Disclosure Task
Force that its Recommendation 19 and Figure 5 could be
met without providing disclosure that has the potential to
reveal the use or non-use of emergency liquidity assistance
provided by central banks on a confidential basis. There are
two key changes. The first is to segregate out any assets

As a consequence of reverse repo, stock borrowing and


derivative transactions where the collateral received could
be but had not been sold or repledged, we held $78bn
(2014: $81bn) of unencumbered collateral available to
support potential future funding and collateral needs at
31 December 2015.

HSBC HOLDINGS PLC

162

Analysis of on-balance sheet encumbered and unencumbered assets


Assets encumbered as a result of transactions
with counterparties other than central banks

Unencumbered assets not


positioned at central banks
Reverse
repos/stock
Other assets
borrowing
capable
receivables
of being and derivative
encumbered
assets
$m
$m

HSBC HOLDINGS PLC

163

As a
result of
covered
bonds
$m

As a
result of
securitisations
$m

Other
$m

Assets
positioned
at central
banks (i.e. prepositioned plus
encumbered)
$m

Cash and balances at central banks


Items in the course of collection from other banks
Hong Kong Government certificates of indebtedness
Trading assets
Treasury and other eligible bills
Debt securities
Equity securities
Loans and advances to banks
Loans and advances to customers

31,605
1,099
25,890
4,616

98

1,573
984
492

97

95,545

138,070
5,618
72,377
59,430
456
189

350

8,269
128
233
2,445
2,890
2,573

Financial assets designated at fair value


Treasury and other eligible bills
Debt securities
Equity securities
Loans and advances to banks and customers

1,775
258
1,327
178
12

6,947

1,329
15,288

6,848

25,078
509
24,561
8

1,702
20,683

8,150
3,675
4,475

63

6,947

16,617

63,594

Derivatives
Loans and advances to banks
Loans and advances to customers
Reverse repurchase agreements - non-trading
Financial investments
Treasury and other eligible bills
Debt securities
Equity securities
Prepayments, accrued income and other assets
Current tax assets
Interest in associates and joint ventures
Goodwill and intangible assets
Deferred tax
At 31 December 2015

Shareholder Information

Financial Statements

Corporate Governance

Assets readily
available for
encumbrance
$m

Assets that
cannot be
encumbered
$m

Total
$m

7,520

2,763
4,757

2,941
5,768
28,410
37,800

46

16,194
21,560

98,934
5,768
28,410
224,837
7,829
99,038
66,491
22,303
29,176

1,244

265
979

20,833
138
2,749
17,838
108

23,852
396
4,341
18,995
120

2,054
60,031

325,101
98,866
224,355
1,880

61,992
792,650

14,753
1,177
11,124
2,452

288,476
815
1,531
146,255

22,509
20,476

55,873
324
54,054
1,495

288,476
90,401
924,454
146,255
428,955
104,551
318,569
5,835

4,685

51

65,190

18,794

28,360
1,221
294
24,605
6,051

98,298
1,221
19,139
24,605
6,051

32,206

627,312

963,242

444,597

255,141

2,409,656

Financial Review

Strategic Report

Report of the Directors: Risk (continued)


Liquidity and funding

Additional contractual obligations

relating to principal and future coupon payments (except


for trading liabilities and derivatives not treated as hedging
derivatives). Undiscounted cash flows payable in relation to
hedging derivative liabilities are classified according to their
contractual maturities. Trading liabilities and derivatives
not treated as hedging derivatives are included in the On
demand time bucket and not by contractual maturity.

Under the terms of our current collateral obligations under


derivative contracts (which are ISDA compliant CSA
contracts and contracts entered into for pension
obligations and exclude the contracts entered for
special purpose vehicles and additional termination
events), and based on the positions at 31 December 2015,
we estimate that we could be required to post additional
collateral of up to $0.4bn (2014: $0.5bn) in the event of
a one-notch downgrade in credit ratings, which would
increase to $0.7bn (2014: $1.2bn) in the event of a
two-notch downgrade.

A maturity analysis of repos and debt securities in issue included in


trading liabilities is presented in Note 31 on the Financial
Statements.

In addition, loans and other credit-related commitments


and financial guarantees and similar contracts are generally
not recognised on our balance sheet. The undiscounted
cash flows potentially payable under financial guarantees
and similar contracts are classified on the basis of the
earliest date they can be called.

Contractual maturity of financial liabilities


The balances in the table below do not agree directly with
those in our consolidated balance sheet as the table
incorporates, on an undiscounted basis, all cash flows

Cash flows payable by HSBC under financial liabilities by remaining contractual maturities
(Audited)

On
demand
$m

Due within
3 months
$m

Due between 3
and 12 months
$m

Due between
1 and 5 years
$m

Due after
5 years
$m

Deposits by banks
Customer accounts
Repurchase agreements non-trading
Trading liabilities
Financial liabilities designated at fair value
Derivatives
Debt securities in issue
Subordinated liabilities
Other financial liabilities

42,182
1,076,595
13,181
141,614
327
276,141
377

59,298

6,643
160,368
64,109

4,077
255
25,910
803
17,476

1,452
43,289
2,144

6,149
970
23,886
971
7,226

4,029
10,964
535

24,642
1,721
35,499
10,151
10,188

107
263
543

41,365
1,652
6,993
28,132
1,014

Loan and other credit-related commitments


Financial guarantees and similar contracts

1,609,715
425,000
12,579

279,641
93,149
5,727

86,087
73,115
15,091

97,729
60,078
9,915

80,069
15,089
2,805

At 31 December 2015

2,047,294

378,517

174,293

167,722

97,963

Deposits by banks
Customer accounts
Repurchase agreements non-trading
Trading liabilities
Financial liabilities designated at fair value
Derivatives
Debt securities in issue
Subordinated liabilities
Other financial liabilities

52,682
1,088,769
8,727
190,572
365
335,168
9

41,517

17,337
187,207
91,542

2,201
375
32,513
737
23,228

3,600
61,687
6,180

9,192
1,257
30,194
1,256
4,740

3,580
15,826
23

28,260
4,231
37,842
10,003
1,893

390
390
1,057

39,397
1,517
7,710
42,328
988

Loan and other credit-related commitments


Financial guarantees and similar contracts

1,717,809
406,561
13,166

355,140
101,156
6,306

118,106
64,582
13,753

101,658
62,312
9,575

93,777
16,769
4,278

At 31 December 2014

2,137,536

462,602

196,441

173,545

114,824

HSBC HOLDINGS PLC

164

The balances in the table below do not agree directly with


those on the balance sheet of HSBC Holdings as the table
incorporates, on an undiscounted basis, all cash flows
relating to principal and future coupon payments (except
for derivatives not treated as hedging derivatives).
Undiscounted cash flows payable in relation to hedging
derivative liabilities are classified according to their
contractual maturities. Derivatives not treated as hedging
derivatives are included in the On demand time bucket.

Liquidity risk in HSBC Holdings is overseen by Holdings


ALCO (HALCO). Liquidity risk arises because of HSBC
Holdings obligation to make payments to debt holders as
they fall due. The liquidity risk related to these cash flows is
managed by matching external debt obligations with
internal loan cash flows and by maintaining an appropriate
liquidity buffer that is monitored by HALCO.
At 31 December 2015, the Group had new issuance of
$6.8bn of CRD IV compliant non-common equity capital
instruments, of which $3.2bn were classified as tier 2 and
$3.6bn were classified as additional tier 1 (for details on
tier 2 and additional tier 1 instruments see Notes 30 and 35
on the Financial Statements).

Strategic Report

HSBC Holdings

Due between
3 and 12
months
$m

Due between
1 and 5 years
$m

Due after
5 years
$m

Amounts owed to HSBC undertakings


Financial liabilities designated at fair value
Derivatives
Debt securities in issue
Subordinated liabilities
Other financial liabilities

257

2,065

1,375
1,145

15
229
1,426

424
655

47
699
152

110
5,202
213
250
5,149

20,779

1,176
25,474

Loan commitments
Financial guarantees and similar contracts

2,322

68,333

4,190

1,977

10,924

47,429

At 31 December 2015

70,655

4,190

1,977

10,924

47,429

Amounts owed to HSBC undertakings


Financial liabilities designated at fair value
Derivatives
Debt securities in issue
Subordinated liabilities
Other financial liabilities

1,441

1,066

985
210

16
252
1,132

42
642

50
770
158

449
6,345
103
263
5,815

19,005

1,303
28,961

Loan commitments
Financial guarantees and similar contracts

2,507
16
52,023

2,595

1,662

12,975

49,269

At 31 December 2014

54,546

2,595

1,662

12,975

49,269

Corporate Governance

Due within
3 months
$m

Shareholder Information

On
demand
$m

Financial Statements

Cash flows payable by HSBC Holdings under financial liabilities by remaining contractual maturities
(Audited)

Financial Review

In addition, loan commitments and financial guarantees


and similar contracts are generally not recognised on our
balance sheet. The undiscounted cash flows potentially
payable under financial guarantees and similar contracts
are classified on the basis of the earliest date on which
they can be called.

HSBC HOLDINGS PLC

165

Report of the Directors: Risk (continued)


Market risk

Market risk
Page
Market risk in 2015
Market risk in global businesses
Market risk governance
Market risk measures
Monitoring and limiting market risk exposures
Sensitivity analysis
Value at risk
Stress testing

App1

Tables

Page

167
211
211
167
167
167
167

Trading portfolios
Volcker Rule
Value at risk of the trading portfolios

167

Back-testing

168

212
212
212
212
213

211

Market risk stress testing

213

Daily VaR (trading portfolios)


Trading VaR
Back-testing of trading VaR against hypothetical
profit and loss for the Group

168
168

Daily VaR (non-trading portfolios)


Non-trading VaR
Fair value of equity securities

169
169
169

Balances included and not included in trading VaR


Market risk linkages to the accounting balance sheet

170
171

213
213

167

Gap risk
De-peg risk
ABS/MBS exposures

Types of risk by global business

214

168

214
214
214

Non-trading portfolios
Value at risk of the non-trading portfolios

169
169

214

Equity securities classified as available for sale

169

215

Market risk balance sheet linkages

170

Structural foreign exchange exposures

171

215

Non-trading interest rate risk


Interest rate risk behaviouralisation
Balance Sheet Management
Third-party assets in Balance Sheet Management

171
172

215
215
216

Sensitivity of net interest income

172

Sensitivity of capital and reserves

173

Defined benefit pension schemes

174

216

Additional market risk measures


applicable only to the parent company
Foreign exchange risk
Sensitivity of net interest income

174
174
174

216

Interest rate repricing gap table

175

172
216

Third-party assets in Balance Sheet Management

172

Sensitivity of projected net interest income

173

Sensitivity of cash flow hedging reported reserves to interest


rate movements

HSBC Holdings foreign exchange VaR


Sensitivity of HSBC Holdings net interest income to
interest rate movements
Repricing gap analysis of HSBC Holdings

1 Appendix to Risk risk policies and practices.

HSBC HOLDINGS PLC

166

173

174
174
175

Market risk is the risk that movements in market factors,


such as foreign exchange rates, interest rates, credit
spreads, equity prices and commodity prices, will
reduce our income or the value of our portfolios.
There were no material changes to our policies and
practices for the management of market risk in 2015.
Exposure to market risk
Exposure to market risk is separated into two portfolios:

Performance among developed markets was uneven,


with the US and UK performing better than the eurozone,
where the risk of a Greek exit faded in the second half of
the year and ECB monetary policy remained supportive.
Emerging market economies were affected by falling
commodity prices as mainland Chinese demand slowed
along with the prospect of monetary policy normalisation
in the US. This led to capital outflows from emerging
markets and a significant depreciation in several key
currencies against the US dollar.

Trading portfolios comprise positions arising from


market-making and warehousing of customer-derived
positions. The interest rate risk on fixed-rate securities
issued by HSBC Holdings is not included in Group VaR.
The management of this risk is described on page 171.
Non-trading portfolios comprise positions that primarily
arise from the interest rate management of our retail
and commercial banking assets and liabilities, financial
investments designated as available for sale and held to
maturity, and exposures arising from our insurance
operations (see page 180).

Against this backdrop, we maintained an overall defensive


risk profile in our trading businesses. Defensive positions
are characterised by low net open positions or the purchase
of volatility protection via options trades. Non-trading VaR
increased during the year as higher interest rates, especially
in US dollars, caused the duration of non-trading assets to
increase.

Monitoring and limiting market risk exposures


Our objective is to manage and control market risk exposures
while maintaining a market profile consistent with our risk
appetite.
We use a range of tools to monitor and limit market risk
exposures, including:

Financial Review

Global economic growth remained subdued in 2015, with


a number of headwinds present. The slowdown of the
mainland Chinese economy dampened global trade flows
and caused volatility in currency and global stock markets.
Market concerns persist as to the scale of the slowdown
and the potential for further depreciation of the renminbi.

Strategic Report

Market risk in 2015

Value at risk of the trading portfolios


Trading VaR predominantly resides within Global Markets.
This was lower at 31 December 2015 than at 31 December
2014 due to a decrease in interest rate trading VaR. During
the year, trading VaR remained relatively stable trading in a
tight range, with the effects of increased market volatility
on VaR offset by reduced positions.

Value at risk (VaR) is a technique that estimates the


potential losses that could occur on risk positions as a result
of movements in market rates and prices over a specified
time horizon and to a given level of confidence; and

Stress testing: in recognition of VaRs limitations we augment


VaR with stress testing to evaluate the potential impact on
portfolio values of more extreme, though plausible, events or
movements in a set of financial variables. Examples of
scenarios reflecting current market concerns are the
slowdown in mainland China and the potential effects of a
sovereign debt default, including its wider contagion effects.

Financial Statements

The daily levels of total trading VaR over the last year are
set out in the graph below.

Corporate Governance

Trading portfolios

Sensitivity analysis includes the sensitivity of net interest


income and the sensitivity of structural foreign exchange,
which are used to monitor the market risk positions within
each risk type;

Shareholder Information

A summary of our market risk management framework including


current policies is provided in the Appendix to Risk on page 210.

HSBC HOLDINGS PLC

167

Report of the Directors: Risk (continued)


Market risk

Daily VaR (trading portfolios), 99% 1 day ($m)


90
70

Trading VaR

50

IR trading

30

EQ trading
CS trading
FX trading

10
-10

Portfolio
diversification

-30
-50
Jan-15

Feb-15

Apr-15

May-15

Jul-15

Aug-15

Oct-15

Dec-15

Portfolio
diversification30
$m

The Group trading VaR for the year is shown in the table below.
Trading VaR, 99% 1 day29
(Audited)

Foreign
exchange (FX)
and commodity
$m

Interest
rate
(IR)
$m

Equity
(EQ)
$m

Credit
spread
(CS)
$m

At 31 December 2015
Average
Maximum
Minimum

8.0
14.7
25.4
6.3

34.9
46.0
57.0
32.6

21.4
19.6
29.0
11.9

13.9
15.5
23.3
9.8

(24.9)
(35.7)

53.3
60.1
77.9
47.5

At 31 December 2014
Average
Maximum
Minimum

9.8
16.9
34.2
8.7

45.4
39.5
50.6
26.9

7.3
6.9
15.6
3.2

12.5
13.7
20.9
8.8

(14.3)
(17.8)

60.7
59.2
77.8
38.5

Total31
$m

For footnotes, see page 192.

Back-testing

The Risk not in VaR (RNIV) framework captures risks from


exposures in the HSBC trading book which are not captured
well by the VaR model. For 2015, the VaR-based RNIVs are
included within metrics for each asset class whereas in
2014 they were included within portfolio diversification.
Adjusting for the impact of the RNIV reclassification,
portfolio diversification reduced in comparison to 2014.

In 2015, the Group experienced one profit exception, due


primarily to profits from increased volatility in foreign
exchange currencies arising from the sharp fall in the
Chinese stock market and its effect on global markets.
There was no evidence of model errors or control failures.
The graph below shows the daily trading VaR against
hypothetical profit and loss for the Group during 2015. The
back-testing result excludes exceptions due from changes
in fair value adjustments.

Back-testing of trading VaR against hypothetical profit and loss for the Group ($m)
100

50

-50

-100
Jan 2015

Feb 2015

Mar 2015

May 2015

Jun 2015

Hypothetical profit and loss

Aug 2015
VaR (99%)

HSBC HOLDINGS PLC

168

Sep 2015
Back-testing exception

Oct 2015

Dec 2015

Non-trading VaR also includes the interest rate risk of


non-trading financial instruments held in portfolios
managed by Balance Sheet Management (BSM). The
management of interest rate risk in the banking book is
described further in Non-trading interest rate risk below,
including the role of BSM.

Value at risk of the non-trading portfolios


Non-trading VaR of the Group includes contributions from
all global businesses. There is no commodity risk in the
non-trading portfolios. The increase of non-trading VaR
during 2015 was due primarily to the lengthening of the
duration in the non-trading book from higher interest
rates, especially US rates. There was no overall trend in
the non-trading VaR during the year and no significant
movements. The increase in non-trading interest rate and
credit spread VaR components were offset by an increase
in portfolio diversification effects.

Non-trading VaR excludes the insurance operations which


are discussed further on page 180.
The daily levels of total non-trading VaR over the last year
are set out in the graph below.

Strategic Report

Non-trading portfolios

160

Non-trading VAR
IR non-trading

120
80

CS non-trading

40

Financial Review

Daily VaR (non-trading portfolios), 99% 1 day ($m)

Feb-15

Apr-15

May-15

Jul-15

Aug-15

Oct-15

Dec-15

The Group non-trading VaR for the year is shown in the table below.
Non-trading VaR, 99% 1 day
(Audited)

Interest
Rate (IR)
$m

Credit
Spread (CS)
$m

Portfolio
diversification
$m

At 31 December 2015
Average
Maximum
Minimum

114.1
97.5
131.5
70.5

72.7
65.7
89.4
52.1

(54.0)
(42.0)

132.8
121.2
156.8
91.5

At 31 December 2014
Average
Maximum
Minimum

88.2
103.3
147.7
83.3

62.5
73.3
91.9
49.6

(28.5)
(37.4)

122.2
139.2
189.0
92.3

Total
$m

Equity securities classified as available for sale

Non-trading VaR excludes equity risk on available-for-sale


securities, structural foreign exchange risk and interest rate
risk on fixed-rate securities issued by HSBC Holdings. This
section and the sections below describe the scope of HSBCs
management of market risks in non-trading books.

Fair value of equity securities


(Audited)

2015
$bn

2014
$bn

Private equity holdings32


Investment to facilitate ongoing
business33
Other strategic investments

1.9

2.0

1.9
2.1

1.2
7.5

At 31 December

5.9

10.7

For footnotes, see page 192.

HSBC HOLDINGS PLC

169

Financial Statements

-80
Jan-15

Portfolio
diversification

Shareholder Information

-40

Corporate Governance

Report of the Directors: Risk (continued)


Market risk

Market risk balance sheet linkages

The table above sets out the maximum possible loss on


shareholders equity from available-for-sale equity
securities. The fair value of equity securities classified as
available for sale reduced from $10.7bn to $5.9bn. The
decrease in Other strategic investments was largely due to
the disposal of the Industrial Bank investment.

The information below and on page 171 aims to facilitate


an understanding of linkages between line items in the
balance sheet and positions included in our market risk
disclosures, in line with recommendations made by the
Enhanced Disclosure Task Force.

Balances included and not included in trading VaR


Balance
sheet
$m
At 31 December 2015
Assets
Cash and balances at central banks
Trading assets
Financial assets designated at fair value
Derivatives
Loans and advances to banks
Loans and advances to customers
Reverse repurchase agreements non-trading
Financial investments

98,934
224,837
23,852
288,476
90,401
924,454
146,255
428,955

Liabilities
Deposits by banks
Customer accounts
Repurchase agreements non-trading
Trading liabilities
Financial liabilities designated at fair value
Derivatives
Debt securities in issue

54,371
1,289,586
80,400
141,614
66,408
281,071
88,949

Balances
included in
trading VaR
$m

Balances not
included in
trading VaR
$m

Primary
market risk
sensitivities

98,934
21,643
23,852
5,504
90,401
924,454
146,255
428,955

B
A
A
A
B
B
C
A

54,371
1,289,586
80,400
11,187
66,408
6,064
88,949

B
B
C
A
A
A
C

203,194
282,972

130,427
275,007

The table represents account lines where there is some exposure to market risk according to the following asset classes:
A Foreign exchange, interest rate, equity and credit spread.
B Foreign exchange and interest rate.
C Foreign exchange, interest rate and credit spread.

However, it is important to highlight that the table does


not reflect how we manage market risk, since we do not
discriminate between assets and liabilities in our VaR
model.

The table above splits the assets and liabilities into two
categories:
those that are included in the trading book and are
measured by VaR; and

The assets and liabilities included in trading VaR give rise


to a large proportion of the income included in net trading
income. As set out on page 54, HSBCs net trading income
in 2015 was $8,723m (2014: $6,760m). Adjustments to
trading income such as valuation adjustments do not feed
the trading VaR model.

those that are not in the trading book and/or are not
measured by VaR.
The breakdown of financial instruments included and
not included in trading VaR provides a linkage with market
risk to the extent that it is reflected in our risk framework.

HSBC HOLDINGS PLC

170

Financial liabilities designated at fair value


Financial liabilities designated at fair value within HSBC are
primarily fixed-rate securities issued by HSBC entities for
funding purposes. An accounting mismatch would arise if the
debt securities were accounted for at amortised cost because
the derivatives which economically hedge market risks on the
securities would be accounted for at fair value with changes
recognised in the income statement. The market risks of these
liabilities are treated as non-traded risk, the principal risks being
interest rate and/or foreign exchange risks. We also incur
liabilities to customers under investment contracts, where the
liabilities on unit-linked contracts are based on the fair value of
assets within the unit-linked funds. The exposures on these funds
are treated as non-traded risk and the principal risks are those of
the underlying assets in the funds.

Repurchase (repo) and reverse repurchase (reverse repo)


agreements non-trading
Reverse repo agreements, classified as assets, are a form of
collateralised lending. HSBC lends cash for the term of the reverse
repo in exchange for receiving collateral (normally in the form of
bonds).
Repo agreements, classified as liabilities, are the opposite of
reverse repos, allowing HSBC to obtain funding by providing
collateral to the lender.
Both transaction types are treated as non-trading risk for market
risk management and the primary risk is counterparty credit risk.

Derivative assets and liabilities


We undertake derivative activity for three primary purposes;
to create risk management solutions for clients, to manage the
portfolio risks arising from client business and to manage and
hedge our own risks. Most of our derivative exposures arise
from sales and trading activities within GB&M and are treated
as traded risk for market risk management purposes.
Within derivative assets and liabilities there are portfolios of
derivatives which are not risk managed on a trading intent basis
and are treated as non-traded risk for VaR measurement
For information on the accounting policies applied to financial
instruments at fair value, see Note 13 on the Financial Statements.

Asset, Liability and Capital Management (ALCM)


is responsible for measuring and controlling non-trading
interest rate risk under the supervision of the RMM. Its
primary responsibilities are:

Structural foreign exchange exposures


For our policies and procedures for managing structural foreign
exchange exposures, see page 215 of the Appendix to Risk.

to define the rules governing the transfer of non-trading


interest rate risk from the global businesses to BSM;

For details of structural foreign exchange exposures see Note 33


on the Financial Statements.

to define the rules governing the interest rate risk


behaviouralisation applied to non-trading assets/
liabilities (see below);

Non-trading interest rate risk


For our policies regarding the funds transfer pricing process for
non-trading interest rate risk and liquidity and funding risk, see
page 207 of the Appendix to Risk.

to ensure that all market interest rate risk that can be


neutralised is transferred from the global businesses to
BSM; and

HSBC HOLDINGS PLC

171

Financial Review

Financial investments
Financial investments include assets held on an available-for-sale
and held-to-maturity basis. An analysis of the Groups holdings
of these securities by accounting classification and issuer type is
provided in Note 17 on the Financial Statements and by business
activity on page 398. The majority of these securities are mainly
held within Balance Sheet Management in GB&M. The positions
which are originated in order to manage structural interest rate
and liquidity risk are treated as non-trading risk for the purposes
of market risk management. Available-for-sale security holdings
within insurance entities are treated as non-trading risk and are
largely held to back non-linked insurance policyholder liabilities.
The other main holdings of available-for-sale assets are the
ABSs within GB&Ms legacy credit business, which are treated
as non-trading risk for market risk management purposes, the
principal risk being the credit risk of the obligor.
The Groups held-to-maturity securities are principally held
within the Insurance business. Risks of held-to-maturity assets
are treated as non-trading for risk management purposes.

Corporate Governance

Financial assets designated at fair value


Financial assets designated at fair value within HSBC are
predominantly held within the Insurance entities. The majority
of these assets are linked to policyholder liabilities for either
unit-linked or insurance and investment contracts with DPF. The
risks of these assets largely offset the market risk on the liabilities
under the policyholder contracts, and are risk managed on a
non-trading basis.

Financial Statements

Loans and advances to customers


The primary risk on assets within loans and advances to
customers is the credit risk of the borrower. The risk of
these assets is treated as non-trading risk for market risk
management purposes.

Shareholder Information

purposes. These arise when the derivative was entered into in


order to manage risk arising from non-traded exposures. They
include non-qualifying hedging derivatives and derivatives
qualifying for fair value and cash flow hedge accounting. The use
of non-qualifying hedges whose primary risks relate to interest
rate and foreign exchange exposure is described on page 171.
Details of derivatives in fair value and cash flow hedge accounting
relationships are given in Note 16 on the Financial Statements.
Our primary risks in respect of these instruments relate to
interest rate and foreign exchange risks.

Trading assets and liabilities


The Groups trading assets and liabilities are in almost all cases
originated by GB&M. The assets and liabilities are classified as
held for trading if they have been acquired or incurred principally
for the purpose of selling or repurchasing in the near term, or
form part of a portfolio of identified financial instruments that
are managed together and for which there is evidence of a recent
pattern of short-term profit-taking. These assets and liabilities
are treated as traded risk for the purposes of market risk
management, other than a limited number of exceptions,
primarily in Global Banking where the short-term acquisition
and disposal of the assets are linked to other non-trading related
activities such as loan origination.

Strategic Report

Market risk linkages to the accounting balance sheet

Report of the Directors: Risk (continued)


Market risk

to define the rules and metrics for monitoring the


residual interest rate risk in the global businesses,
including any market risk that cannot be neutralised.

Third-party assets in Balance Sheet Management

The different types of non-trading interest rate risk and the


controls which we use to quantify and limit exposure to
these risks can be categorised as follows:

Cash and balances at central banks


Trading assets
Loans and advances:
to banks
to customers
Reverse repurchase agreements
Financial investments
Other
At 31 December

risk which is transferred to BSM and managed by BSM


within a defined market risk mandate, predominantly
through the use of fixed-rate liquid assets (government
bonds) held in held to maturity or available-for-sale
portfolios and/or interest rate derivatives which are
part of fair value hedging or cash flow hedging
relationships. This non-trading interest rate risk is
reflected in non-trading VaR, as well as in our net
interest income (see below) or economic value of
equity (EVE) sensitivity;

2015
$m

2014
$m

71,116
639

103,008
4,610

42,059
2,773
29,760
335,543
4,277

53,842
1,931
59,172
306,763
2,470

486,167

531,796

Sensitivity of net interest income


The table on the next page sets out the effect on our
accounting net interest income (excluding insurance)
projections of a series of four quarterly parallel shocks of
25 basis points to the current market-implied path of
interest rates worldwide at the beginning of each quarter
from 1 January 2016. The sensitivities shown represent the
change in the expected base case net interest income that
would be expected under the two rate scenarios assuming
that all other non-interest rate risk variables remain
constant, and there are no management actions. In
deriving our base case net interest income projections, the
re-pricing rates of assets and liabilities used are derived
from current yield curves, thereby reflecting current
market expectations of the future path of interest rates.
The scenarios therefore represent interest rate shocks
which occur to the current market implied path of rates.
The interest rate sensitivities are indicative and based on
simplified scenarios. The limitations of this analysis are
discussed in the Appendix to Risk on page 216.

risk which remains outside BSM because it cannot be


hedged or which arises due to our behaviouralised
transfer pricing assumptions. This risk is not reflected
in non-trading VaR, but is captured by our net interest
income or EVE sensitivity and corresponding limits
are part of our global and regional risk appetite
statements for non-trading interest rate risk. A typical
example would be margin compression created by
unusually low rates in key currencies;
basis risk which is transferred to BSM when it can be
hedged. Any residual basis risk remaining in the global
businesses is reported to ALCO. This risk is not reflected
in non-trading VaR, but is captured by our net interest
income or EVE sensitivity. A typical example would be a
managed rate savings product transfer-priced using a
Libor-based interest rate curve; and

Assuming no management response, a sequence of such


rises (up-shock) would increase expected net interest
income for 2016 by $1,251m (2015: $885m), while a
sequence of such falls (down-shock) would decrease
planned net interest income by $2,258m (2015: $2,089m).

model risks which cannot be captured by non-trading


VaR, net interest income or EVE sensitivity, but are
controlled by our stress testing framework. A typical
example would be prepayment risk on residential
mortgages or pipeline risk.

The net interest income (NII) sensitivity of the Group can


be split into three key components; the structural sensitivity
arising from the four global businesses excluding BSM and
Markets, the sensitivity of the funding of the trading book
(Markets) and the sensitivity of BSM.

Interest rate risk behaviouralisation


For our policies regarding interest risk behaviouralisation, see page
215 of the Appendix to Risk.

Third-party assets in Balance Sheet Management

The structural sensitivity is positive in a rising rate


environment and negative in a falling rate environment.
The sensitivity of the funding of the trading book is
negative in a rising rate environment and positive in a
falling rate environment, and in terms of the impact on
profit the change in NII would be expected to be offset by
a similar change in net trading income. The sensitivity of
BSM will depend on its position. Typically, assuming no
management response, the sensitivity of BSM is negative
in a rising rate environment and positive in a falling rate
environment.

For our BSM governance framework, see page 216 of the Appendix
to Risk.

Third-party assets in BSM decreased by 9% during 2015.


Deposits with central banks reduced by $32bn,
predominantly in North America and Europe, in line with
reduced repo and reverse repo activity. This reduced
activity is also reflected in a reduction of $29bn in
non-trading reverse repurchase agreements. Financial
investments increased by $29bn mainly due to increased
deployment of funds into securities in Asia.

The NII sensitivity figures on the next page also incorporate


the effect of any interest rate behaviouralisation applied
and the effect of any assumed repricing across products
under the specific interest rate scenario. They do not
incorporate the effect of any management decision
to change the HSBC balance sheet composition.
HSBC HOLDINGS PLC

172

The NII sensitivity arising from the funding of the trading


book is comprised of the expense of funding trading assets,
while the revenue from these trading assets is reported in
net trading income. This leads to an asymmetry in the NII
sensitivity figures which is cancelled out in our global
business results, where we include both net interest
income and net trading income. It is likely, therefore, that
the overall effect on profit before tax of the funding of the
trading book will be much less pronounced than shown in
the figures below.

The NII sensitivity in BSM arises from a combination of


the techniques that BSM use to mitigate the transferred
interest rate risk and the methods they use to optimise
net revenues in line with their defined risk mandate. The
figures in the table below do not incorporate the effect of
any management decisions within BSM, but in reality it is
likely that there would be some short-term adjustment in
BSM positioning to offset the NII effects of the specific
interest rate scenario where necessary.

Strategic Report

See page 215 in the Risk Appendix for more information about
interest rate behaviouralisation and the role of BSM.

Sensitivity of net interest income34


US dollar
bloc
$m

Rest of Hong Kong


Americas
dollar
bloc
bloc
$m
$m

Rest of
Asia
bloc
$m

Sterling
bloc
$m

Euro
bloc
$m

Total
$m

Change in 2015 net interest income arising from


a shift in yield curves of:
+25 basis points at the beginning of each quarter
25 basis points at the beginning of each quarter

410
(691)

72
(74)

217
(645)

369
(290)

135
(528)

49
(30)

1,251
(2,258)

209
(521)

(9)
(1)

245
(494)

265
(259)

321
(783)

(146)
(31)

885
(2,089)

Change in 2014 net interest income arising from


a shift in yield curves of:
+25 basis points at the beginning of each quarter
25 basis points at the beginning of each quarter

Financial Review

(Audited)

We monitor the sensitivity of reported cash flow hedging


reserves to interest rate movements on a monthly basis by
assessing the expected reduction in valuation of cash flow
hedges due to parallel movements of plus or minus 100bps
in all yield curves. These particular exposures form only a
part of our overall interest rate exposures.

We expect NII to rise in the rising rate scenario and fall in


the falling rate scenario. This is due to a structural mismatch
between our assets and liabilities (on balance we would
expect our assets to reprice more quickly, and to a greater
extent, than our liabilities).
We are more sensitive to both up and down shocks relative
to 31 December 2014. In the up-shock we benefit from
BSM positioning in US dollars. In the down-shock we lose
due to larger rate decreases on deployment of US and
HK dollar deposits given the higher rate environment.

The table below describes the sensitivity of our cash flow


hedge reported reserves to the stipulated movements in
yield curves and the maximum and minimum month-end
figures during the year. The sensitivities are indicative and
based on simplified scenarios.

Sensitivity of capital and reserves


Under CRD IV, available-for-sale (AFS) reserves are
included as part of CET1 capital. We measure the potential
Sensitivity of cash flow hedging reported reserves to interest rate movements

$m

Maximum
impact
$m

Minimum
impact
$m

At 31 December 2015
+ 100 basis point parallel move in all yield curves
As a percentage of total shareholders equity

(1,235)
(0.66%)

(1,259)
(0.67%)

(1,137)
(0.60%)

100 basis point parallel move in all yield curves


As a percentage of total shareholders equity

1,224
0.65%

1,232
0.65%

1,133
0.60%

At 31 December 2014
+ 100 basis point parallel move in all yield curves
As a percentage of total shareholders equity

(1,260)
(0.66%)

(1,478)
(0.78%)

(1,131)
(0.60%)

100 basis point parallel move in all yield curves


As a percentage of total shareholders equity

1,232
0.65%

1,463
0.77%

1,126
0.59%

HSBC HOLDINGS PLC

173

Shareholder Information

all non-interest rate risk variables remain constant; and


the size and composition of HSBCs balance sheet
remains as it was at 31 December 2015.

Financial Statements

downside risk to the CET1 ratio due to interest rate and


credit spread risk in the AFS portfolio by the portfolios
stressed VaR, using a 99% confidence level and an assumed
holding period of one quarter. At December 2015, the
stressed VaR of the portfolio was $2.8bn.

These estimates are based on certain assumptions,


principally:

Corporate Governance

For footnote, see page 191.

Report of the Directors: Risk (continued)


Market risk

Defined benefit pension schemes

The foreign exchange risk largely arises from loans to


subsidiaries of a capital nature that are not denominated
in the functional currency of either the provider or the
recipient and which are accounted for as financial assets.
Changes in the carrying amount of these loans due to
foreign exchange rate differences are taken directly to
HSBC Holdings income statement. These loans, and
most of the associated foreign exchange exposures,
are eliminated on consolidation.

Market risk arises within our defined benefit pension


schemes to the extent that the obligations of the schemes
are not fully matched by assets with determinable cash
flows.
For details of our defined benefit schemes, including asset
allocation, see Note 6 on the Financial Statements, and for pension
risk management see page 189.

Additional market risk measures applicable


only to the parent company

Sensitivity of net interest income


HSBC Holdings monitors NII sensitivity over a five-year time
horizon reflecting the longer-term perspective on interest
rate risk management appropriate to a financial services
holding company. These sensitivities assume that any
issuance where HSBC Holdings has an option to reimburse at
a future call date is called at this date. The table below sets
out the effect on HSBC Holdings future NII over a five-year
time horizon of incremental 25 basis point parallel falls or
rises in all yield curves worldwide at the beginning of each
quarter during the 12 months from 1 January 2015.

The principal tools used in the management of market risk


are VaR for foreign exchange rate risk and the projected
sensitivity of HSBC Holdings net interest income to future
changes in yield curves and interest rate gap repricing
tables for interest rate risk.
Foreign exchange risk
Total foreign exchange VaR arising within HSBC Holdings
in 2015 was as follows:
HSBC Holdings foreign exchange VaR

At 31 December
Average
Minimum
Maximum

2015
$m

2014
$m

45.6
42.3
32.9
47.1

29.3
42.1
29.3
50.0

Assuming no management actions, a sequence of such


rises would increase planned NII for the next five years by
$247m (2014: increase of $600m), while a sequence of
such falls would decrease planned NII by $266m (2014:
decrease of $539m).

Sensitivity of HSBC Holdings net interest income to interest rate movements34


US dollar
bloc
$m

Sterling
bloc
$m

Euro
bloc
$m

Total
$m

Change in projected net interest income as at 31 December arising from


a shift in yield curves
2015
of + 25 basis points at the beginning of each quarter
0-1 year
2-3 years
4-5 years

57
118
(23)

15
43
43

7
(12)

72
168
8

of 25 basis points at the beginning of each quarter


0-1 year
2-3 years
4-5 years

(57)
(118)
23

(14)
(43)
(43)

(6)
(22)
15

(77)
(183)
(5)

78
281
138

9
17
17

2
34
24

89
332
179

(58)
(276)
(138)

(9)
(16)
(17)

(1)
(12)
(12)

(68)
(304)
(167)

2014
of + 25 basis points at the beginning of each quarter
0-1 year
2-3 years
4-5 years
of 25 basis points at the beginning of each quarter
0-1 year
2-3 years
4-5 years
For footnote, see page 191.

The interest rate sensitivities tabulated above are indicative


and based on simplified scenarios. The figures represent
hypothetical movements in NII based on our projected
yield curve scenarios, HSBC Holdings current interest rate
risk profile and assumed changes to that profile during the

next five years. Changes to assumptions concerning the


risk profile over the next five years can have a significant
impact on the NII sensitivity for that period. However, the
figures do not take into account the effect of actions that
could be taken to mitigate this interest rate risk.

HSBC HOLDINGS PLC

174

Interest rate repricing gap table

Repricing gap analysis of HSBC Holdings


From over 1
to 5 years
$m

From over 5
to 10 years
$m

More than
10 years
$m

Non-interest
bearing
$m

242
2,467
44,350
4,285
97,770
1,080

242

42,661
2,985

279

109

405
731

2,467
1,005
569
97,770
971

388

1,136

150,194

45,888

Amounts owed to HSBC undertakings


Financial liabilities designated at fair values
Derivatives
Debt securities in issue
Other liabilities
Subordinated liabilities
Total equity

(2,152)
(19,853)
(2,278)
(960)
(15,895)
(1,642)
(107,414)

(781)
(1,741)

(3,239)

(3,374)

(7,032)

(963)
(3,500)

(4,312)

(9,119)

102,782
(1,371)
(3,628)
(2,278)
3
98
(1,642)
(107,414)

Total liabilities and equity

(150,194)

(2,522)

(6,613)

(11,495)

(13,332)

(116,232)

5,351

10,722

Off-balance sheet items attracting interest rate


sensitivity

(22,748)

Net interest rate risk gap at 31 December 2015

20,618

Cumulative interest rate gap

20,618

19,744

20,107

12,538

249
2,771
43,910
4,073
96,264
597
14
8641
147,864

41,603
3,010

290

1,093
731

249
2,771
924
332
96,264
597

44,613
(1
(1,877)

290

1,824

101,137

Cash at bank and in hand:


balances with HSBC undertakings
Derivatives
Loans and advances to HSBC undertakings
Financial investments in HSBC undertakings
Investments in subsidiaries
Other assets
Total assets
Amounts owed to HSBC undertakings
Financial liabilities designated at fair values
Derivatives
Debt securities in issue
Other liabilities
Subordinated liabilities
Total equity
Total liabilities and equity

(2,892)
(18,679)
(1,169)
(1,009)
(1,415)
(17,255)
(105,445)
(
(147,864)

(874)

363

5,763
(7,569)

912
(12,538)

(850)

(779)

(5,472)

(3,766)

(5,400)

(1,013)

(2,000)

(4,263)

(10,195)

(1,015)
(2,694)
(1,169)
4
(1,415)
(515)
(105,445)

(3,506)

(9,238)

(8,413)

(14,458)

(112,249)

7,400

(21,525)

7,295

Net interest rate risk gap at 31 December 2014

19,582

(1,653)

Cumulative interest rate gap

19,582

17,929

811
18,740

5,763

1,067

(8,695)

(10,045)

10,045

Shareholder Information

Off-balance sheet items attracting interest rate


sensitivity

Financial Review

Total assets

Up to
1 year
$m

Corporate Governance

Cash at bank and in hand:


balances with HSBC undertakings
Derivatives
Loans and advances to HSBC undertakings
Financial investments in HSBC undertakings
Investments in subsidiaries
Other assets

Total
$m

Financial Statements

The interest rate risk on the fixed-rate securities issued by


HSBC Holdings is not included within the Group VaR but is

Strategic Report

managed on a re-pricing gap basis. The interest rate re-pricing


gap table below analyses the full-term structure of interest
rate mismatches within HSBC Holdings balance sheet.

HSBC HOLDINGS PLC

175

Report of the Directors: Risk (continued)


Operational risk

Operational risk
Page

App1

Operational risk

176

217

Operational risk management framework


Three lines of defence

176
177

Operational risk in 2015


Frequency and amount of operational risk losses

177
177

Compliance risk
Legal risk
Global security and fraud risk
Systems risk
Vendor risk management

178

Tables

Page

Key components of HSBCs ORMF

176

Frequency of operational risk incidents by risk category


Distribution of operational risk losses in US dollars by
risk category

178
178

217
218
218
219
219

1 Appendix to Risk risk policies and practices.

Operational risk is the risk to achieving our strategy or


objectives as a result of inadequate or failed internal
processes, people and systems or from external
events.

and remain within our targeted levels of operational risk


within the Groups risk appetite, as defined by the Board.
Articulating our risk appetite for material operational risks
helps the organisation understand the level of risk HSBC is
willing to accept. Monitoring operational risk exposure
against risk appetite on a regular basis and implementing
our risk acceptance process drives risk awareness in a
forward-looking manner and assists management in
determining whether further action is required.

Responsibility for minimising operational risk lies with


HSBCs management and staff. All regional, global business,
country, and functional staff are required to manage the
operational risks of the business and operational activities
for which they are responsible.

Activities to strengthen our risk culture and better embed


the use of the ORMF continued in 2015. In particular, we
continued to streamline our operational risk management
processes, procedures and tool sets to provide more
forward-looking risk insights and more effective operation
of the ORMF. The ORMF comprises the 14 key components
set below.

A summary of our current policies and practices regarding


operational risk is provided in the Appendix to Risk on page 217.

Operational risk management framework


HSBCs Operational Risk Management Framework (ORMF)
is our overarching approach for managing operational risk.
The purpose of the ORMF is to make sure we fully identify
and manage our operational risks in an effective manner
Key components of HSBCs ORMF
1

Culture, Values and Operational Risk Strategy

2.2 Global Operational Risk Committee

3
3LOD

2.1 Risk Committee Structure and


Terms of Reference

Capital
Calculation

Governance

Reporting

8.1 Operational risk capital calculation (economic and ICAAP capital)


8.2 Stress testing for operational risk

3.1 Operational Risk roles and responsibilities


Core Operational Risk Management

3.2 Second line of defence skills and resources

12

Management actions

Identification and assessment


9.1 Risk and control assessments
9.2 Scenario analysis
9.3 Top and emerging
operational risks

4
FIM

Risk appetite

Operational
Risk
Management
Cycle

4.1 Operational Risk policy framework


11

10

Internal and external event


management and escalation

Internal control monitoring and


key indicator management

Taxonomy

5
13

5.1 Operational Risk taxonomy

Use, embedding and oversight

14

HSBC HOLDINGS PLC

176

Systems and tools

HSBC has implemented an activity-based three lines of


defence model (an industry best practice approach) to
underpin our approach to managing operational risk using
the ORMF. It makes clear who does what within HSBC to
manage operational risks on a daily basis.
The first line of defence owns the risks and is responsible
for identifying, recording, reporting and managing them
and ensuring that the right controls and assessments
are in pace to mitigate these risks.
The second line of defence sets the policy and guidelines
for managing the risks and provides advice, guidance
and challenge to the first line of defence on effective
risk management.
The third line of defence is Internal Audit which helps
the Board and Executive Management to protect the
assets, reputation and sustainability of the Group.

third-party risk management: we are strengthening our


core third-party risk management capability particularly
related to the management of vendor risks. A supplier
performance management programme has been
implemented with our most material suppliers and
screening of suppliers is in place to help enable us to
identify if any are on a sanctions list and if we should
therefore exit the relationship.

Operational risk in 2015


During 2015, our operational risk profile continued to be
dominated by compliance risk (mainly conduct-related)
and we continued to incur losses relating to events
from previous years. Conduct-related costs included
in significant items are outlined on page 97. A range
of mitigating actions are being taken to prevent future
conduct-related incidents.

Strategic Report

information security: the security of our information and


technology infrastructure is crucial for maintaining our
banking services and protecting our customers and the
HSBC brand. As with other financial institutions and
multinational organisations, we continue to be exposed
to cyber threats, and the focus of attacks such as
distribution of denial of service which can affect the
availability of customer-facing websites. Programmes
of work are ongoing to strengthen internal security
controls to prevent unauthorised access to our systems
and network, as well as improvements to the controls
and security applied to protect our customers utilising
digital channels. Strong engagement and support within
the industry, government agencies and intelligence
providers helps to ensure we keep abreast of the
current developments; and

Financial Review

Three lines of defence

Frequency and amount of operational risk losses


The profile of operational risk incidents and associated
losses is summarised below, showing the distribution
of operational incidents in terms of their frequency of
occurrence and total loss amount in US dollars.

Other operational risks included:


compliance with regulatory agreements and orders:
failure to implement our obligations under the US DPA
could have a material adverse effect on our results and
operations. The work of the Monitor is discussed on
page 116, with compliance risk described below;

Operational losses were lower in 2015 than in 2014,


reflecting a reduction in losses incurred relating to large
legacy conduct-related events. Our total loss was driven
primarily by provisions raised in respect of the mis-selling
of the PPI policies, foreign exchange rate investigations
and litigation.

level of change creating operational complexity:


the Global Risk function is engaged with business
management in business transformation initiatives to
ensure robust internal controls are maintained as we
execute our change agenda;

As in previous years, the operational risk incident profile in


2015 comprised high frequency low impact events and high
impact events that occurred much less frequently.

fraud risks: our loss prevention performance remains


strong in most markets, but the introduction of new
technologies and ways of banking mean that we
continue to be subject to fraud attacks as new attack
vectors are developed. We continue to increase
monitoring and enhance detective controls to mitigate
these risks in accordance with our risk appetite;

Shareholder Information

Losses due to external fraud, such as card fraud, occurred


more often than other types of incident, but the amounts
involved were often small in value. The value of fraud
incidents in 2015 was lower than in 2014, due to the
strengthened control environment.

Financial Statements

Further information on the nature of these risks is provided in


Top and emerging risks on page 110.

For further information see 'Compliance risk' on page 178 and for
details of the investigations and legal proceedings see Note 40 on
the Financial Statements.

Corporate Governance

Other operational risks are also monitored and managed


through the use of the ORMF.

HSBC HOLDINGS PLC

177

Report of the Directors: Risk (continued)


Operational risk

Anti-bribery and corruption

Frequency of operational risk incidents by risk category


(individual loss $10k)
Accounting and Tax
Financial Crime Compliance

0%
0%
6%
6%

Regulatory Compliance

38%
39%

Fraud
4%
4%

Legal

22%
23%

Operations and Systems

26%
24%

People
Other

It is unethical, illegal, and contrary to good corporate


governance to bribe or corrupt others. The Group is
committed to preventing bribery and corruption, and to
consistently applying the letter and spirit of applicable
anti-bribery legislation in all markets and jurisdictions
in which we operate. We have implemented a strategic
programme to address bribery and corruption risks and
are embedding a new global suite of policies that make it
clear to all staff that Group members, employees or other
associated persons or entities must not engage in, or
otherwise facilitate, any form of bribery, whether direct
or indirect.

2015
2014

1%
1%

The anti-bribery and corruption programme, from training


to risk assessment, emphasises the importance of
consistent and standardised procedures to drive the
principles of detect, deter and protect and ensure that
they are incorporated into every aspect of business-asusual activities.

2%
2%

Distribution of operational risk losses in US dollars by risk


category
Accounting and Tax
Financial Crime Compliance

2%

2015
2014

8%

47%

Regulatory Compliance
Fraud

Conduct of business

2%
0%

We recognise that delivering fair outcomes for our


customers and upholding financial market integrity is
critical to a sustainable business model. We have taken
a number of steps to raise our standards and deal with
historical incidents, including the following:

54%

4%
6%
29%
30%

Legal

we published a new Global Conduct Policy in 2015


(following the approval and implementation of the
global conduct approach and framework in 2014) for
the management of conduct designed to ensure that we
meet our strategic commitment to deliver fair outcomes
for our customers, and not disrupt the orderly and
transparent operation of financial markets;

9%
7%

Operations and Systems


People

1%
1%

Other

0%
0%

Compliance risk

we launched communications programmes and global


mandatory training in respect of conduct and the
Groups required values and behaviours;

Compliance risk arises from activities subject to rules,


regulations, Group policies and other formal standards,
including those relating to AML, counter-terrorist and
proliferation financing, sanctions compliance, anti-bribery
and corruption, conduct of business and other regulations.

we enhanced the product governance process to further


ensure products are designed to meet customers needs
and are sold to suitable customer groupings. Post
implementation and regular reviews are undertaken
to help ensure products remain appropriate;

Anti-money laundering and sanctions


Revised global AML and sanctions policies were approved
in 2014. During 2015, global businesses and countries
introduced new AML and sanctions procedures arising
from the new policies and focused on embedding the
procedures required to effect these policies in our day
to day business operations globally. This supported our
ongoing effort to address the US DPA requirements. These
actions were in line with our strategic target to implement
the highest or most effective standards globally. The work
of the Monitor, who was appointed to assess the
effectiveness of our AML and sanctions compliance
programme is discussed on page 116 and our progress on
implementing Global Standards is detailed on page 21.

we reviewed sales processes and sales incentive


schemes, focusing on activity and rewards linked
to values-based behaviour and good conduct;
we enhanced our surveillance capabilities and tested
new technologies to strengthen our capabilities to
detect suspicious trading activity and misconduct;
we undertook proactive reviews of our involvement in
the benchmarking processes for rates and commodities;
and
we reviewed our insights into customer experience,
our analysis of the root cause of complaints and our
complaint handling to ensure we continually improve
and deliver better outcomes for our customers.

HSBC HOLDINGS PLC

178

The CVC provides Board oversight of the Groups multiple


efforts to raise standards of conduct and embed the
behavioural values the Group stands for.
For further information on the CVC, see page 272.
Further information on our conduct is provided in the Strategic
Report on page 40 and for conduct-related costs relating to
significant items, see page 97.

Whistleblowing

Shareholder Information

Financial Statements

Corporate Governance

We actively encourage our employees to raise concerns


and escalate issues so they can be dealt with effectively. In
most cases, individuals will raise their concerns with line
management or Global Human Resources. However, where

Strategic Report

To make whistleblowing simpler for our employees, we


launched HSBC Confidential across the Group in August
2015 to provide a global platform offering telephone,
email, web and mail options for whistleblowers to bring
together all our existing whistleblowing channels. We
also maintain an external email address for complaints
regarding accounting and internal financial controls or
auditing matters (accountingdisclosures@hsbc.com).
Matters raised are independently investigated by
appropriate subject matter teams and details of
investigations and outcomes including remedial action
taken are reported to the CVC. Matters raised in respect
of audit, accounting and internal control over financial
reporting are reported to the Group Audit Committee.

Financial Review

an individual believes that their normal reporting channels


are unavailable or inappropriate, it is important that they
have alternative channels available to them to raise concerns
confidentially without fear of personal repercussions. This
is referred to as whistleblowing.

The global businesses use a broad range of measures


appropriate to their specific customer base and markets
to assess ongoing effectiveness of the management of
conduct, and enable action to be taken where potential
conduct issues arise. The measures include information
relating to sales quality, customer experience and market
behaviour.

HSBC HOLDINGS PLC

179

Report of the Directors: Risk (continued)


Risk management of insurance operations

Risk management of insurance operations


Page
HSBCs bancassurance model
Overview of insurance products
Nature and extent of risks

App1

Tables

Page

180
219
220

Risk management of insurance manufacturing


operations in 2015

181

Asset and liability matching

181

Balance sheet of insurance manufacturing subsidiaries by:


type of contract
geographical region
Movement in total equity of insurance operations

Financial risks

183

220

Market risk

184

220

Credit risk

185

222

Liquidity risk

187

222

Insurance risk

188

223

Sensitivities to non-economic assumptions

188

Financial assets held by insurance manufacturing


subsidiaries
Financial return guarantees
Sensitivity of HSBCs insurance manufacturing
subsidiaries to market risk factors
Treasury bills, other eligible bills and debt securities in
HSBCs insurance manufacturing subsidiaries
Reinsurers share of liabilities under insurance contracts
Expected maturity of insurance contract liabilities
Remaining contractual maturity of investment contract
liabilities

181
182
183
184
185
185
186
187
187
187

Analysis of insurance risk liabilities under insurance


contracts

188

Sensitivity analysis

188

1 Appendix to Risk policies and practices.

The majority of the risk in our insurance business


derives from manufacturing activities and can be
categorised as financial risk and insurance risk.
Financial risks include market risk, credit risk and
liquidity risk. Insurance risk is the risk, other than
financial risk, of loss transferred from the holder
of the insurance contract to the issuer (HSBC).

We choose to manufacture these insurance products in


HSBC subsidiaries based on an assessment of operational
scale and risk appetite. Manufacturing insurance allows us
to retain the risks and rewards associated with writing
insurance contracts by keeping part of the underwriting
profit and investment income within the Group.
Where we do not have the risk appetite or operational
scale to be an effective insurance manufacturer, we engage
with a handful of leading external insurance companies
in order to provide insurance products to our customers
through our banking network and direct channels. These
arrangements are generally structured with our exclusive
strategic partners and earn the Group a combination of
commissions, fees and a share of profits.

There were no material changes to our policies and


practices for the management of risks arising in the
insurance operations in 2015.
A summary of HSBCs policies and practice regarding the risk
management of insurance operations and the main contracts
we manufacture is provided in the Appendix to Risk on page 219.

HSBCs bancassurance model


We operate an integrated bancassurance model which
provides insurance products principally for customers with
whom we have a banking relationship. Insurance products
are sold through all global businesses, but predominantly
by RBWM and CMB through our branches and direct
channels worldwide.

We distribute insurance products in all of our geographical


regions. We have life insurance manufacturing subsidiaries
in nine countries (Argentina, mainland China, France, Hong
Kong, Malaysia, Malta, Mexico, Singapore and the UK). We
also have a life insurance manufacturing associate in Saudi
Arabia and a joint venture in India.

The insurance contracts we sell relate to the underlying


needs of our banking customers, which we can identify
from our point-of-sale contacts and customer knowledge.
The majority of sales are of savings and investment
products and term and credit life contracts.

The life insurance manufacturing entities in Brazil were


classified as held for sale during the period, following the
announcement of our plan to sell our operations in the
country.
The disposal of HSBC Life (UK)s pensions business, which
was agreed during 2014, was completed in August 2015.

By focusing largely on personal and SME lines of business


we are able to optimise volumes and diversify individual
insurance risks.

HSBC HOLDINGS PLC

180

The risk profile of our life insurance manufacturing


businesses did not change materially during 2015, however
there was a decrease in liabilities under insurance contracts
to $70bn (2014: $74bn) arising from the transfer to
Liabilities of disposal groups held for sale in respect of
the planned disposal of our operations in Brazil.

Our most significant life insurance products are investment


contracts with DPF issued in France and insurance contracts
with DPF issued in Hong Kong.

Asset and liability matching

Our exposure to financial risks arising in the balance sheet


below varies depending on the type of contract issued. For
unit-linked contracts, the policyholder bears the majority of
the exposure to financial risks whereas for contracts with
DPF, the shareholder (i.e. HSBC) is exposed to financial
risks to the extent that the exposure cannot be managed
by utilising any discretionary participation.

(Audited)

A principal tool used to manage exposures to both financial


and insurance risk, in particular for life insurance contracts,
is asset and liability matching. In many markets in which we
operate it is neither possible nor appropriate to follow a
close asset and liability matching strategy. For long-dated
non-linked contracts, in particular, this results in a duration
mismatch between assets and liabilities. Portfolios are

The majority of financial risks are borne by the shareholder


for all other contract types.

Balance sheet of insurance manufacturing subsidiaries by type of contract


(Audited)

Insurance contracts
With
DPF
$m
Financial assets
trading assets
financial assets designated at fair
value
derivatives
financial investments HTM38
financial investments AFS38
other financial assets39
Reinsurance assets
PVIF40
Other assets and investment
properties

Investment contracts

Unitlinked Annuities
$m
$m

Other35
$m

31,801

6,569

1,138
2

6,618

4,698
49
22,840
1,743
2,471

6,435

134

296

468
312
60

202

264

With
DPF36
$m

Other
assets and
liabilities37
$m

Unitlinked
$m

Other
$m

21,720

2,271

3,935

5,531

79,583
2

563
4
2,334
3,685
32

6,421
111

13,334
1,854

2,000
1

270

1,859
29
1,387
23
637

1,015
62
3,050
1,233
171

23,287
256
30,079
20,330
5,629

951

5,685

1,417
5,685

Total
$m

838

11

105

888

23

4,576

6,448

Total assets

32,841

6,834

1,149

7,674

22,608

2,277

3,958

15,792

93,133

Liabilities under investment contracts


designated at fair value
carried at amortised cost
Liabilities under insurance contracts
Deferred tax41
Other liabilities

32,414
11

6,791

1,082
11

7,042
3

22,609

2,256
2,256

3,771
3,771

1,056
5,553

6,027
6,027

69,938
1,081
5,553

Total liabilities

32,425

6,791

1,093

7,045

22,609

2,256

3,771

6,609

82,599

10,534

10,534

32,425

6,791

1,093

7,045

22,609

2,256

3,771

17,143

93,133

Total equity
Total liabilities and equity at
31 December 201542

HSBC HOLDINGS PLC

181

Strategic Report

The Brazilian insurance operations are reported as a


disposal group held for sale at 31 December 2015. The
assets and liabilities of this disposal group are included
within Other assets and liabilities in the table below. The
UK pensions business was reported as a disposal group
held for sale at 31 December 2014 and the sale of this
business was completed during August 2015. As a result,
$6.8bn of total assets and $6.7bn of total liabilities were
derecognised.

Financial Review

The tables below show the composition of assets and


liabilities by contract and by geographical region and
demonstrate that there were sufficient assets to cover the
liabilities to policyholders in each case at the end of 2015.

Corporate Governance

We measure the risk profile of our insurance


manufacturing businesses using an economic capital
approach, where assets and liabilities are measured on
a market value basis and a capital requirement is held
to ensure that there is less than a 1 in 200 chance of
insolvency over the next year, given the risks that the
businesses are exposed to. The methodology for the
economic capital calculation is largely aligned to the new
pan-European Solvency II insurance capital regulations,
which are applicable from 2016.

Financial Statements

structured to support these projected liabilities, with limits


set to control the duration mismatch.

Shareholder Information

Risk management of insurance


manufacturing operations in 2015

Report of the Directors: Risk (continued)


Risk management of insurance operations

Balance sheet of insurance manufacturing subsidiaries by type of contract (continued)


Insurance contracts

Financial assets
trading assets
financial assets designated at fair
value
derivatives
financial investments HTM38
financial investments AFS38
other financial assets39

Investment contracts

Unitlinked
$m

Other
$m

Other
assets
and
liabilities37
$m

24,238

2,561

4,322

5,732

84,941
3

782
1
1,019
4,148
303

6,346
101

15,677
2,114

2,223
1

337

1,684
10
1,444
363
821

1,713
73
2,494
1,318
134

28,696
199
24,283
24,218
7,542

617

2
5,307

1,071
5,307

With
DPF
$m

Unitlinked
$m

Annuities
$m

29,040

11,278

1,517
3

6,253

4,304
12
18,784
2,368
3,572

11,111
1

166

533

542
344
95

190

262

Reinsurance assets
PVIF40
Other assets and investment
properties

With
DPF36
$m

Other35
$m

Total
$m

698

328

23

107

831

26

7,383

9,403

Total assets

29,928

11,868

1,540

6,977

25,069

2,568

4,348

18,424

100,722

Liabilities under investment contracts


designated at fair value
carried at amortised cost
Liabilities under insurance contracts
Deferred tax41
Other liabilities

29,479
12

11,820

1,473
11

6,021
18

25,068

2,542
2,542

4,155
3,770
385

1,180
8,577

6,697
6,312
385
73,861
1,221
8,577

Total liabilities

29,491

11,820

1,484

6,039

25,068

2,542

4,155

9,757

90,356

10,366

10,366

29,491

11,820

1,484

6,039

25,068

2,542

4,155

20,123

100,722

Total equity
Total liabilities and equity at
31 December 201442
For footnotes, see page 191.

Balance sheet of insurance manufacturing subsidiaries by geographical region43


(Audited)

Europe
$m

Asia
$m

Latin
America
$m

Total
$m

26,897

9,987
163

14,525
2,222

51,087

12,668
93
29,496
5,503
3,327

1,599
2
632

583
302
80

79,583
2
23,287
256
30,079
20,330
5,629

287
807
919

1,122
4,761
1,358

8
117
4,171

1,417
5,685
6,448

Total assets

28,910

58,328

5,895

93,133

Liabilities under investment contracts:


designated at fair value
carried at amortised cost
Liabilities under insurance contracts
Deferred tax41
Other liabilities

1,376

24,699
274
832

4,651

43,975
767
974

1,264
40
3,747

6,027

69,938
1,081
5,553

Total liabilities

27,181

50,367

5,051

82,599

1,729

7,961

844

10,534

28,910

58,328

5,895

93,133

Financial assets
trading assets
financial assets designated at fair value
derivatives
financial investments HTM38
financial investments AFS38
other financial assets39
Reinsurance assets
PVIF40
Other assets and investment properties

Total equity
Total liabilities and equity at 31 December 201542

HSBC HOLDINGS PLC

182

Latin
America
$m

Total
$m

30,178

10,610
172

16,947
2,449

47,443

12,497
27
23,546
6,464
4,909

7,320
3
5,589

737
807
184

84,941
3
28,696
199
24,283
24,218
7,542

308
711
7,650

748
4,175
1,145

15
421
608

1,071
5,307
9,403

Total assets

38,847

53,511

8,364

100,722

Liabilities under investment contracts:


designated at fair value
carried at amortised cost
Liabilities under insurance contracts
Deferred tax41
Other liabilities

1,585

27,312
273
7,932

4,727

39,990
806
460

385
6,559
142
185

6,312
385
73,861
1,221
8,577

Total liabilities

37,102

45,983

7,271

90,356

1,745

7,528

1,093

10,366

38,847

53,511

8,364

100,722

Financial assets
trading assets
financial assets designated at fair value
derivatives
financial investments HTM38
financial investments AFS38
other financial assets39
Reinsurance assets
PVIF40
Other assets and investment properties

Total equity
Total liabilities and equity at 31 December 201442

Strategic Report

Asia
$m

Financial Review

Europe
$m

For footnotes, see page 191.

Movement in total equity of insurance operations


Total equity
2015
$m
At 1 January
Movements in PVIF40
Return on net assets
Capital transactions
Disposals of subsidiaries/portfolios
Exchange differences and other

10,366
799
410
(468)
(13)
(560)

At 31 December

10,534

2014
$m
9,700
261
1,835
(673)
1
(758)
10,366

For footnotes, see page 191.

Financial risks

Corporate Governance

(Audited)

liquidity risk the risk of not being able to make

(Audited)

The following table analyses the assets held in our


insurance manufacturing subsidiaries at 31 December 2015
by type of contract, and provides a view of the exposure to
financial risk. For unit-linked contracts, which pay benefits
to policyholders determined by reference to the value of
the investments supporting the policies, we typically
designate assets at fair value; for non-linked contracts, the
classification of the assets is driven by the nature of the
underlying contract.

Financial risks can be categorised into:


market risk risk arising from changes in the fair values
of financial assets or their future cash flows from
fluctuations in variables such as interest rates, credit
spreads, foreign exchange rates and equity prices;

Shareholder Information

credit risk the risk of financial loss following the failure


of third parties to meet their obligations; and

Financial Statements

payments to policyholders as they fall due as there


are insufficient assets that can be realised as cash.

Details on the nature of financial risks and how they are managed
are provided in the Appendix to Risk on page 220.

HSBC HOLDINGS PLC

183

Report of the Directors: Risk (continued)


Risk management of insurance operations

Financial assets held by insurance manufacturing subsidiaries


(Audited)

Unit-linked
contracts44
$m
Trading assets
Debt securities

Non-linked
contracts45
$m

Other
assets39
$m

Total
$m

8,435

448
7,987

13,837
146
3,547
10,144

1,015
56
228
731

23,287
202
4,223
18,862

Financial investments
Held-to-maturity: debt securities

27,029

3,050

30,079

Available-for-sale:
debt securities
equity securities

19,097
19,097

1,233
1,177
56

20,330
20,274
56

1
404

193
5,054

62
171

256
5,629

8,840

65,212

5,531

79,583

Financial assets designated at fair value


Treasury bills
Debt securities
Equity securities

Derivatives
Other financial assets39
Total financial assets at 31 December 201542
Trading assets
Debt securities

13,334

4,589
8,745

13,649
40
3,507
10,102

1,713
16
618
1,079

28,696
56
8,714
19,926

Financial investments
Held-to-maturity: debt securities

21,789

2,494

24,283

Available-for-sale:
debt securities
equity securities

22,899
22,899

1,319
1,290
29

24,218
24,189
29

2
503

124
6,905

73
134

199
7,542

13,839

65,369

5,733

84,941

Financial assets designated at fair value


Treasury bills
Debt securities
Equity securities

Derivatives
Other financial assets39
Total financial assets at 31 December 201442
For footnotes, see page 191.

potential for enhanced returns. Portfolios of such assets


are exposed to the risk of changes in market prices and
where not fully reflected in bonuses paid to policyholders,
will affect shareholder funds.

Approximately 69% of financial assets were invested in


debt securities at 31 December 2015 (2014: 67%) with 24%
(2014: 24%) invested in equity securities.
Under unit-linked contracts, premium income less charges
levied is invested in a portfolio of assets. We manage the
financial risks of this product on behalf of the policyholders
by holding appropriate assets in segregated funds or
portfolios to which the liabilities are linked. These assets
represented 11% (2014: 16%) of the total financial assets of
our insurance manufacturing subsidiaries at the end of
2015.

Long-term insurance or investment products may


incorporate benefits that are guaranteed. Fixed guaranteed
benefits, for example for annuities in payment, are
reserved for as part of the calculation of liabilities under
insurance contracts.
The risk of shareholder capital being required to meet
liabilities to policyholders increases in products that
offer guaranteed financial returns where current yields fall
below guaranteed levels for a prolonged period. Reserves
are held against the cost of guarantees, calculated by
stochastic modelling. Where local rules require, these
reserves are held as part of liabilities under insurance
contracts. Any remainder is accounted for as a deduction
to PVIF on the relevant product. The table below shows the
total reserve held for the cost of guarantees, the range of
investment returns on assets supporting these products
and the implied investment return that would enable the
business to meet the guarantees.

The remaining assets of $71bn (2014: $71bn) are where


financial risks are managed either solely on behalf of the
shareholder, or jointly on behalf of the shareholder and
policyholders where DPF exist. These assets relate primarily
to operations in Asia and France.
Market risk
(Audited)

Market risk arises when mismatches occur between


product liabilities and the investment assets which back
them. For example, mismatches between asset and liability
yields and maturities give rise to interest rate risk.

The financial guarantees offered on some portfolios


exceeded the current yield on the assets that back them.
The cost of guarantees decreased to $748m (2014: $777m)
primarily because of rising yields and updates to interest
rate parameters in France during 2015. Following these

The proceeds from insurance and investment products are


primarily invested in bonds. A proportion is also allocated
to other asset classes, such as equities, property, private
equity and hedge funds to provide customers with the

HSBC HOLDINGS PLC

184

2015

Current
yields
%

0.0
0.1 1.9
2.0 4.0
4.1 5.0
0.0 6.0

0.0 3.8
3.9 3.9
3.8 4.0
3.8 4.1
5.9 6.1

2014

Cost of
guarantees
$m

Investment
returns
implied by
guarantee
%

Current
yields
%

Cost of
guarantees
$m

85
4
603
28
28

0.0
0.1 2.0
2.1 4.0
4.1 5.0
0.0 6.0

0.0 3.5
3.6 3.6
3.5 4.1
3.5 4.1
4.7 7.5

81
6
646
30
14

At 31 December

748

777

For footnotes, see page 191.

The following table illustrates the effects of selected


interest rate, equity price and foreign exchange rate
scenarios on our profit for the year and the total equity
of our insurance manufacturing subsidiaries.

mitigate the effect of changes in the market environment.


The sensitivities presented allow for adverse changes in
policyholder behaviour that may arise in response to
changes in market rates.

Where appropriate, the effects of the sensitivity tests on


profit after tax and equity incorporate the impact of the
stress on the PVIF. The relationship between the profit
and total equity and the risk factors is non-linear and,
therefore, the results disclosed should not be extrapolated
to measure sensitivities to different levels of stress. For the
same reason, the impact of the stress is not symmetrical on
the upside and downside. The sensitivities are stated
before allowance for management actions which may

The effects on profit after tax of +/100 basis points


parallel shifts in yield curves have decreased from 2014 to
2015, driven mainly by rising yields and updates to interest
rate parameters in France. In a low yield environment the
projected cost of options and guarantees described above
is particularly sensitive to yield curve movements. The
market value of available-for-sale bonds is also sensitive to
yield curve movements hence the larger opposite stresses
on equity.

Sensitivity of HSBCs insurance manufacturing subsidiaries to market risk factors


(Audited)

2015
Effect on
profit
after tax
$m
+100 basis points parallel shift in yield curves
100 basis points parallel shift in yield curves48
10% increase in equity prices
10% decrease in equity prices
10% increase in US dollar exchange rate compared to all currencies
10% decrease in US dollar exchange rate compared to all currencies

39
(213)
176
(158)
16
(16)

Credit risk

Effect on
total
equity
$m
(474)
404
176
(158)
16
(16)

2014
Effect on
profit
after tax
$m
290
(549)
180
(153)
54
(54)

Effect on
total
equity
$m
(345)
214
180
(153)
54
(54)

would have no effect on the profit after tax (or to total


equity in the case of the held-to-maturity securities). We
calculate the sensitivity based on a one-day movement in
credit spreads over a two-year period. A confidence level
of 99%, consistent with our Group VaR, is applied.

(Audited)

Credit risk can give rise to losses through default and


can lead to volatility in our income statement and balance
sheet figures through movements in credit spreads,
principally on the $54bn (2014: $53bn) bond portfolio
supporting non-linked contracts and shareholders funds.

Credit quality
(Audited)

The sensitivity of the profit after tax of our insurance


subsidiaries to the effects on asset values of increases
in credit spreads (as modelled in line with the methodology
described below) was a reduction of $2m (2014: $7m). The
sensitivity of total equity was a reduction of $10m (2014:
$9m). The sensitivities are relatively small because the
vast majority of the debt securities held by our insurance
subsidiaries are classified as either held to maturity or
available for sale, and consequently any changes in the fair
value of these financial investments, absent impairment,

The following table presents an analysis of treasury


bills, other eligible bills and debt securities within our
insurance business by internal measures of credit quality.
Only assets supporting liabilities under non-linked
insurance and investment contracts and shareholders
funds are included in the table as financial risk on assets
supporting unit-linked liabilities is predominantly borne by
the policyholder. 85.4% (2014: 84.8%) of the assets

HSBC HOLDINGS PLC

185

Shareholder Information

Capital
Nominal annual return
Nominal annual return46
Nominal annual return
Real annual return47

Investment
returns
implied by
guarantee
%

Strategic Report

(Audited)

Financial Review

Financial return guarantees42

Corporate Governance

yield assumptions. In addition, there was a closed portfolio


in Hong Kong with a guaranteed rate of 5.0% compared
with the current yield of 4.1%.

Financial Statements

changes, the cost of guarantees on closed portfolios


reported in the 2.0% to 4.0% and 4.1% to 5.0% categories
decreased, driven principally by the increased reinvestment

Report of the Directors: Risk (continued)


Risk management of insurance operations

For a definition of the five credit quality classifications, see


page 197.

included in the table are invested in investments rated


as strong.

Treasury bills, other eligible bills and debt securities in HSBCs insurance manufacturing subsidiaries
(Audited)

Strong
$m
Supporting liabilities under non-linked insurance and
investment contracts
Trading assets debt securities
Financial assets designated at fair value
treasury and other eligible bills
debt securities

Neither past due nor impaired


Good
Satisfactory
$m
$m

Sub-standard
$m

Total
$m

2,719
130
2,589

406

406

2
300

300

268
16
252

2
3,693
146
3,547

39,741

4,333

1,886

166

46,126

42,460

4,739

2,188

434

49,821

138
8
130

22

22

20

20

104
48
56

284
56
228

3,827

201

199

4,227

3,965

223

219

104

4,511

Total42
Trading assets debt securities
Financial assets designated at fair value
treasury and other eligible bills
debt securities

2,857
138
2,719

428

428

2
320

320

372
64
308

2
3,977
202
3,775

Financial investments debt securities

43,568

4,534

2,085

166

50,353

At 31 December 2015

46,425

4,962

2,407

538

54,332

3
2,550
5
2,545

530

530

214

214

255
35
220

3
3,549
40
3,509

38,515

4,312

1,662

200

44,689

41,068

4,842

1,876

455

48,241

214

214

322

322

30

30

69
16
53

635
16
619

3,378

196

154

54

3,782

3,592

518

184

123

4,417

Total42
Trading assets debt securities
Financial assets designated at fair value
treasury and other eligible bills
debt securities

3
2,764
5
2,759

852

852

244

244

324
51
273

3
4,184
56
4,128

Financial investments debt securities

41,893

4,508

1,816

254

48,471

At 31 December 2014

44,660

5,360

2,060

578

52,658

Financial investments debt securities


Supporting shareholders funds49
Financial assets designated at fair value
treasury and other eligible bills
debt securities
Financial investments debt securities

Supporting liabilities under non-linked insurance and


investment contracts
Trading assets debt securities
Financial assets designated at fair value
treasury and other eligible bills
debt securities
Financial investments debt securities
Supporting shareholders funds49
Financial assets designated at fair value
treasury and other eligible bills
debt securities
Financial investments debt securities

For footnotes, see page 191.

Credit risk also arises when assumed insurance risk is ceded


to reinsurers. The split of liabilities ceded to reinsurers and
outstanding reinsurance recoveries, analysed by credit
quality, is shown below. Our exposure to third parties

under the reinsurance agreements described in the


Appendix to Risk on page 223 is included in this table.

HSBC HOLDINGS PLC

186

Reinsurers share of liabilities under insurance contracts42


Strong
$m

Neither past due nor impaired


Past due but
Good
Satisfactory Sub-standard not impaired
$m
$m
$m
$m

Unit-linked insurance
Non-linked insurance50

84
1,102

179
4

At 31 December 2015

1,186

183

19

Unit-linked insurance
Non-linked insurance50

75
751

185
11

At 31 December 2014

826

Reinsurance debtors

11

Reinsurance debtors

Total
$m

263
1,115

1,378

17

39

10

260
772

196

10

1,032

21

38

Strategic Report

(Audited)

Liquidity risk

business, and wholly borne by the policyholder in the case


of unit-linked business.

(Audited)

The following tables show the expected undiscounted cash


flows for insurance contract liabilities and the remaining
contractual maturity of investment contract liabilities at
31 December 2015. The liquidity risk exposure is borne in
conjunction with policyholders for the majority of our

The classification of Brazilian insurance operations as held


for sale has reduced the undiscounted expected cash flows
relating to insurance liabilities by $(5.1)bn. However, the
profile of the expected maturity of the insurance contracts
at 31 December 2015 remained comparable with 2014.

Financial Review

For footnotes, see page 191.

Expected maturity of insurance contract liabilities42


Expected cash flows (undiscounted)
1-5 years
5-15 years
Over 15 years
$m
$m
$m

Within 1 year
$m

Total
$m

Unit-linked insurance
Non-linked insurance50

549
3,715

2,164
15,131

5,945
30,596

11,080
32,336

19,738
81,778

At 31 December 2015

4,264

17,295

36,541

43,416

101,516

Unit-linked insurance
Non-linked insurance50

709
3,504

3,280
12,718

9,243
29,905

14,544
33,108

27,776
79,235

At 31 December 2014

4,213

15,998

39,148

47,652

107,011

For footnotes, see page 191.

Corporate Governance

(Audited)

Remaining contractual maturity of investment contract liabilities

Total
$m

Remaining contractual maturity:


undated51
due within 1 year
due over 1 year to 5 years
due over 5 years to 10 years
due after 10 years

1,160
136
117
170
673

22,609

3,747
24

27,516
160
117
170
673

At 31 December 2015

2,256

22,609

3,771

28,636

Remaining contractual maturity:


undated51
due within 1 year
due over 1 year to 5 years
due over 5 years to 10 years
due after 10 years

1,298
151
133
194
766

25,068

3,765
389

30,131
540
133
194
766

At 31 December 2014

2,542

25,068

4,154

31,764

In most cases, policyholders have the option to terminate their contracts at any time and receive the surrender values of their
policies. These may be significantly lower than the amounts shown.

HSBC HOLDINGS PLC

187

Shareholder Information

Liabilities under investment contracts issued


by insurance manufacturing subsidiaries
Unit-linked
Investment
Other
investment
contracts
investment
contracts
with DPF
contracts
$m
$m
$m

Financial Statements

(Audited)

Report of the Directors: Risk (continued)


Risk management of insurance operations / Other material risks

Insurance risk

total amount of premiums and investment income received.


The cost of claims and benefits can be influenced by many
factors, including mortality and morbidity experience, lapse
and surrender rates. The following table analyses our life
insurance risk exposures by geographical region and by
type of business. The insurance risk profile and related
exposures remain largely consistent with those observed
at 31 December 2014.

Insurance risk is the risk, other than financial risk, of loss


transferred from the holder of the insurance contract to
the issuer (i.e. HSBC). It is principally measured in terms of
liabilities under the contracts in force.
The principal risk we face is that, over time, the cost of
the contract, including claims and benefits may exceed the
Analysis of insurance risk liabilities under insurance contracts43
(Audited)

Europe
$m

Asia
$m

Latin
America
$m

Total
$m

749
343
49
69
288

38,525
32,071
80
108
6,266

1,264

905
359

40,538
32,414
129
1,082
6,913

Non-linked insurance50
insurance contracts with DPF52
credit life
annuities
other53
Unit-linked insurance

1,341

5,450

6,791

Investment contracts with DPF36,52

22,609

22,609

Liabilities under insurance contracts at 31 December 2015

24,699

43,975

1,264

69,938

829
367
56
71
335

34,261
29,112
87
127
4,935

1,883

1,275
608

36,973
29,479
143
1,473
5,878

Non-linked insurance50
insurance contracts with DPF52
credit life
annuities
other53
Unit-linked insurance

1,415

5,729

4,676

11,820

Investment contracts with DPF36,52

25,068

25,068

Liabilities under insurance contracts at 31 December 2014

27,312

39,990

6,559

73,861

For footnotes, see page 191.

Our most significant life insurance products are


insurance contracts with DPF issued in Hong Kong,
investment contracts with DPF issued in France and unitlinked contracts issued in Latin America, Hong Kong and
the UK.

of future income on the lapsed policies. However, some


contract lapses have a positive effect on profit due to the
existence of policy surrender charges. France, Hong Kong
and Singapore are where we are most sensitive to a change
in lapse rates.

Sensitivities to non-economic assumptions

Expense rate risk is the exposure to a change in the cost


of administering insurance contracts. To the extent that
increased expenses cannot be passed on to policyholders,
an increase in expense rates will have a negative effect on
our profits.

(Audited)

Policyholder liabilities and PVIF for life manufacturers are


determined by reference to non-economic assumptions
including mortality and/or morbidity, lapse rates and
expense rates. The table below shows the sensitivity of
profit and total equity to reasonably possible changes in
these non-economic assumptions at that date across all
our insurance manufacturing subsidiaries.

Sensitivity analysis
(Audited)

2015
$m
Effect on profit after tax and
total equity at 31 December
10% increase in mortality and/or
morbidity rates
10% decrease in mortality and/or
morbidity rates
10% increase in lapse rates
10% decrease in lapse rates
10% increase in expense rates
10% decrease in expense rates

Mortality and morbidity risk is typically associated with


life insurance contracts. The effect on profit of an increase
in mortality or morbidity depends on the type of business
being written. Our largest exposures to mortality and
morbidity risk exist in France and Hong Kong.
Sensitivity to lapse rates depends on the type of contracts
being written. For insurance contracts, claims are funded
by premiums received and income earned on the
investment portfolio supporting the liabilities. For a
portfolio of term assurance, an increase in lapse rates
typically has a negative effect on profit due to the loss

For footnote, see page 191.

HSBC HOLDINGS PLC

188

2014
$m

(70)

(65)

75
(90)
102
(85)
83

72
(108)
122
(106)
106

Other material risks


A summary of our current policies and practices regarding
reputational risk, fiduciary risk, pension risk and sustainability risk
is provided in the Appendix to Risk on pages 224 to 226.

We may be held liable for damages or other penalties


caused by failure to act in accordance with these duties.
Fiduciary duties may also arise in other circumstances,
such as when we act as an agent for a principal, unless the
fiduciary duties are specifically excluded (e.g. under the
agency appointment contract).

Reputational risk
Reputational risk is the risk of failure to meet
stakeholder expectations as a result of any event,
behaviour, action or inaction, either by HSBC itself,
our employees or those with whom we are associated,
that might cause stakeholders to form a negative view
of the Group. This may have financial or non-financial
effects, resulting in a loss of confidence, or have other
consequences.

Our principal fiduciary businesses (the designated


businesses) have developed fiduciary limits, key risk
indicators and key performance indicators to monitor their
related risks.

Strategic Report

the third party and must place the wants and needs of the
client first, above the needs of the Group.

The principal plan


The principal plan has a defined benefit section and a
defined contribution section and is overseen by a
corporate trustee. This trustee has a fiduciary responsibility
to run the plan. Unless stated otherwise, this section
relates to the defined benefit section.

We have a zero tolerance for knowingly engaging in


any business, activity or association where foreseeable
reputational risk or damage has not been considered and
mitigated. There must be no barriers to open discussion
and the escalation of issues that could affect the Group
negatively. While there is a level of risk in every aspect of
business activity, appropriate consideration of potential
harm to HSBCs good name must be a part of all business
decisions.

The investment strategy of the principal plan is to hold the


majority of assets in bonds, with the remainder in a diverse
range of investments. It also includes some interest rate
and inflation swaps to reduce the level of interest rate risk
and inflation risk (see Note 41 in the Financial Statements).
The target asset allocation of the principal plan at the yearend is shown in the table below.
The principal plan target asset allocation

In 2015, we restructured our Reputational Risk subfunction to increase our focus on the management of
reputational risk. With an expanded mandate, the unit is
better positioned to provide bespoke advisory services to
the business on reputational risks to the Group and to work
with the Financial Crime and Regulatory Compliance teams
to mitigate such risks where possible.

Equities54
Bonds
Alternative assets55
Property
Cash56
At 31 December

Fiduciary risk

2015
%

2014
%

19.4
64.5
10.6
5.5

19.4
64.5
10.6
5.5

100.0

100.0

For footnotes, see page 191.

Fiduciary risk is the risk to the Group of breaching our


fiduciary duties when we act in a fiduciary capacity as
trustee or investment manager or as mandated by
law or regulation.

The latest actuarial valuation of the principal plan was made


as at 31 December 2011 by C G Singer, Fellow of the Institute
and Faculty of Actuaries, of Willis Towers Watson Limited. At
that date, the market value of the plans assets was 18bn
($28bn) (including assets relating to both the defined benefit
and defined contribution sections, and additional voluntary
contributions). This asset value was the same amount as the
actuary said was needed to meet all future expected benefit
payments, based on pensions earned to that date and

A fiduciary duty is one where HSBC holds, manages,


oversees or has responsibility for assets on behalf of a third
party that involves a legal and/or regulatory duty to act
with a high standard of care and with good faith. A
fiduciary must make decisions and act in the interests of

HSBC HOLDINGS PLC

189

Corporate Governance

A number of measures to address the requirements of the


US DPA and otherwise to enhance our AML, sanctions and
other regulatory compliance frameworks have been taken
and/or are ongoing. These measures should also serve over
time to enhance our reputational risk management. For
further details on the implementation of the Global
Standards, see Strategic Report on page 21 and
Compliance risk on page 178.

Financial Statements

At 31 December 2015, the Groups aggregate defined


benefit pension obligation was $38bn and the net asset
on the balance sheet was $3.1bn (2014: $42bn and $2.7bn,
respectively). The principal plan is the largest contributor
to pension risk in the Group: it contributed $28bn to the
Groups defined benefit obligation and $5.0bn to the
Groups net asset.

Shareholder Information

We operate a number of defined benefit and defined


contribution pension plans throughout the world. Most
of our pension risk arises from defined benefit plans.
The largest of these is the HSBC Bank (UK) Pension
Scheme (the principal plan).

Financial Review

Pension risk

Reputational risk relates to stakeholders perceptions,


whether based on fact or otherwise. Stakeholders
expectations are constantly changing and thus reputational
risk is dynamic and varies between geographical regions,
groups and individuals. As a global bank, HSBC has an
unwavering commitment to operating to the high
standards we have set for ourselves in every jurisdiction.
Any lapse in standards of integrity, compliance, customer
service or operating efficiency represents a potential
reputational risk.

Report of the Directors: Risk (continued)


Other material risks / Footnotes

HSBC and the Trustee have developed a general framework


which will see the principal plans investment strategy
become less risky over time. This is referred to as the Target
Matching Portfolio (TMP), as it would contain investments
that closely match the expected benefit payment profile.
Progress towards the TMP can be achieved by investment
returns or additional funding from HSBC. In 2013, HSBC
agreed to make general framework contributions of 64m
($95m) in each of the calendar years 2013, 2014 and 2015
and 128m ($190m) in 2016. Further contributions had been
agreed to be made in future years, which were linked to the
continued implementation of the general framework.

allowing for expected future salary increases. As there was


no resulting surplus or deficit, there was no need for the
Bank to pay any additional contributions.
In carrying out this assessment, the future expected
pension payments out of the plan were valued with the
following assumptions:
future inflation was assumed to be in line with the
Retail Price Index (RPI) swap break-even curve at
31 December 2011;
salary increases were assumed to be 0.5% above the RPI
each year;

The 31 December 2014 valuation has been agreed in


principle with the Trustee, and is expected to be finalised
by its statutory deadline of 31 March 2016. The final
agreement should result in a surplus of circa 500m
($741m) as at the valuation date of 31 December 2014 and
on the Trustees prudent actuarial assumptions. The
general framework implementation has also continued
such that the conditions on the future contributions would
be removed. As a result the following payments would be
payable in the future: 64m ($95m) in each of 2017, 2018,
2019, and 160m ($237m) in each of 2020 and 2021, which
in addition to the amounts agreed before would give a
total of 640m ($949m) payable from 2016 to 2021.

pensions were assumed to increase in line with the RPI;


the projected cash flows were discounted at the Libor
swap curve at 31 December 2011 plus a margin for the
expected return on the investment strategy of 1.6% a
year;
the mortality assumptions were set based on the SAPS
S1 series of tables adjusted to reflect the plans actual
mortality experience over the prior six years (2006 to
2011); and
mortality rates were also assumed to improve further in
the future in line with standard tables of improvements,
the Continuous Mortality Investigation core projections,
but with the additional assumption that the long run
improvement rate would not fall below 2% a year for
men and 1.5% a year for women.

The principal plan changed in 2015 and from 30 June


members stopped accruing future defined benefits. Defined
benefit pensions accrued up to 30 June 2015 will retain their
link to employee salaries, underpinned by the Consumer Price
Index (CPI), while members are still employees of the bank.
To support the establishment of the ServCo group and to
ensure that employees transferred retained existing pension
benefits, a new section of the principal plan was created with
segregated assets and liabilities. The new section provides
ServCo group employees with their defined contribution
pension and, where relevant, defined benefit pension benefits
arising from future salary increases above CPI.

The benefits expected to be paid from the defined benefit


section from 2016 are shown in the chart below.
Future benefit payments ($m)
1,600
1,400
1,200
1,000
800

Defined contribution plans

600

Our global strategy is to move from defined benefit to


defined contribution plans, where local law allows and it is
considered competitive to do so. In defined contribution
pension plans, the sponsor contributions are known,
while the ultimate pension benefit will vary, typically
with investment returns achieved by investment choices
made by the employee. While the market risk of defined
contribution plans is significantly less than that of defined
benefit plans, the Bank is still exposed to operational and
reputational risk.

400
200

2096

2091

2086

2081

2076

2071

2066

2061

2056

2051

2046

2041

2036

2031

2026

2021

2016

As part of the 31 December 2011 valuation, the actuary


also assessed the amount needed to meet the obligations
of the principal plan if the plan was stopped and an
insurance company was asked to guarantee all future
payments. Because the plan is large, it is unlikely that an
insurance company would be able to do this for the whole
plan, so in practice the Trustee would continue to manage
the plan without further support from HSBC. The amount
of assets needed under this approach was estimated to be
26bn ($41bn). This is larger than the previous amount
because it assumes that people will live for even longer and
that the Trustee would adopt a much less risky investment
strategy, investing mainly in UK government bonds, which
would have a lower expected investment return. It also
included an explicit allowance for the future administrative
expenses of the plan.

Sustainability risk
Assessing the environmental and social impacts
of providing finance to our customers is integral to
our overall risk management processes.
In 2015, we continued to implement all of our sustainability
risk policies. Our training for risk and relationship managers
during the year focused on the new policies on agricultural
commodities, forestry and World Heritage Sites and Ramsar
Wetlands, issued in 2014. Following a recommendation
by Internal Audit in 2015, we took steps to integrate the
management of sustainability risk more fully into the Risk

HSBC HOLDINGS PLC

190

Credit risk
2 The amount of the loan commitments reflects, where relevant, the expected level of take-up of pre-approved loan offers made by mailshots
to personal customers. In addition to those amounts, there is a further maximum possible exposure to credit risk of $59bn (2014: $71bn),
reflecting the full take-up of loan commitments. The take-up of such offers is generally at low levels. At 31 December 2015, the credit quality
of loan and other credit-related commitments was: $348bn strong, $180bn good, $129bn satisfactory, $9bn sub-standard and $1bn
impaired.
3 Other personal lending includes second lien mortgages and other property-related lending.
4 Other commercial loans and advances includes advances in respect of agriculture, transport, energy utilities and ABS reclassified to Loans
and advances.
5 Impairment allowances are not reported for financial instruments, for which the carrying amount is reduced directly for impairment and not
through the use of an allowance account.
6 Impairment is not measured for assets held in trading portfolios or designated at fair value as assets in such portfolios are managed
according to movements in fair value, and the fair value movement is taken directly to the income statement. Consequently, we report all
such balances under Neither past due nor impaired.
7 Loans and advances to customers includes asset-backed securities that have been externally rated as strong (2015: $504m; 2014: $1.2bn),
good (2015: $95m; 2014: $256m), satisfactory (2015: $107m; 2014: $332m), sub-standard (2015: $19m; 2014: $94m) and impaired
(2015: $73m; 2014: $128m).
8 Collection re-age includes loans that are reset to current and any arrears are reset but does not involve any changes to the original terms
and conditions of the loan, where the account is brought up-to-date without fully paying the outstanding arrears but after the demonstration of
ongoing payment ability.
9 Modification re-age includes loans where there are changes to the original terms and conditions of the loan, either temporarily or
permanently, and also resets the contractual delinquency status of an account to current.
10 Collectively assessed impairment allowances are allocated to geographical segments based on the location of the office booking
the allowances or provisions.
11 Included within Exchange and other movements is $2.1bn of impairment allowances reclassified to held for sale (2014: $0.4bn).
12 Of the $2,134m (2014: $2,724m) of renegotiated loans, $477m (2014: $608m) were neither past due nor impaired, $1m (2014: $1m) was
past due but not impaired and $1,656m (2014: $2,115m) were impaired.
13 Includes balances in Middle East and North Africa that are impaired and past due and therefore considered due on demand.
14 French Banking Federation Master Agreement Relating to Transactions on Forward Financial Instruments plus CSA equivalent.
15 The German Master Agreement for Financial Derivative Transactions.
16 HSBC Finance lending is on a management basis and includes loans transferred to HSBC USA Inc. which are managed by HSBC Finance.
17 Included in this category are loans of $1.2bn (2014: $1.5bn) that have been re-aged once and were less than 60 days past due at the point
of re-age. These loans are not classified as impaired following re-age due to the overall expectation that these customers will perform on
the original contractual terms of their borrowing in the future.
18 Currency translation is the effect of translating the results of subsidiaries and associates for the previous year at the average rates of
exchange applicable in the current year.

Liquidity and funding


19 The HSBC UK Liquidity Group shown comprises four legal entities; HSBC Bank plc (including all overseas branches, and SPEs consolidated by
HSBC Bank plc for Financial Statement purposes), Marks and Spencer Financial Services plc, HSBC Private Bank (UK) Ltd and HSBC Trust
Company (UK) Limited, managed as a single operating entity, in line with the application of UK liquidity regulation as agreed with the UK
PRA.
20 The Hongkong and Shanghai Banking Corporation Hong Kong branch and The Hongkong and Shanghai Banking Corporation Singapore
branch represent the material activities of the Hongkong and Shanghai Banking Corporation. Each branch is monitored and controlled for
liquidity and funding risk purposes as a stand-alone operating entity.
21 The HSBC USA principal entity shown represents the HSBC USA Inc consolidated group; predominantly HSBC USA Inc and HSBC Bank USA,
NA. The HSBC USA Inc consolidated group is managed as a single operating entity.
22 HSBC France and HSBC Canada represent the consolidated banking operations of the Group in France and Canada respectively. HSBC France
and HSBC Canada are each managed as single distinct operating entities for liquidity purposes.
23 The most favourable metrics are smaller advances to core funding and larger stressed one-month and three-month coverage ratios.
24 The total shown for other principal HSBC operating entities represents the combined position of all the other operating entities overseen
directly by the Risk Management Meeting of the GMB. This coverage changed during 2015 and so comparative figures for 2014 have been
re-stated to enable a like-for-like comparison.
25 Estimated liquidity value represents the expected realisable value of assets prior to management assumed haircuts.
26 The undrawn balance for the five largest committed liquidity facilities provided to customers other than facilities to conduits.
27 The undrawn balance for the total of all committed liquidity facilities provided to the largest market sector, other than facilities to conduits.
28 The residual contractual maturity profile of the balance sheet is set out on in Note 31 on the Financial Statements.

HSBC HOLDINGS PLC

191

Financial Review

1 The sum of balances presented does not agree to consolidated amounts because inter-company eliminations are not presented here.

Corporate Governance

Managing risk

Financial Statements

Footnotes to Risk

Strategic Report

manuals; and improved the way sustainability risk is


recorded in our information management system.

Shareholder Information

Function. For example, we raised standards of risk analysis


and policy implementation; updated internal instruction

Report of the Directors: Risk (continued)


Footnotes / Appendix to Risk Policies and practices

Market risk
29 Trading portfolios comprise positions arising from the market-making and warehousing of customer-derived positions.
30 Portfolio diversification is the market risk dispersion effect of holding a portfolio containing different risk types. It represents the reduction in
unsystematic market risk that occurs when combining a number of different risk types, for example, interest rate, equity and foreign
exchange, together in one portfolio. It is measured as the difference between the sum of the VaR by individual risk type and the combined
total VaR. A negative number represents the benefit of portfolio diversification. As the maximum and minimum occurs on different days for
different risk types, it is not meaningful to calculate a portfolio diversification benefit for these measures.
31 The total VaR is non-additive across risk types due to diversification effects.
32 Investments in private equity are primarily made through managed funds that are subject to limits on the amount of investment. Potential new
commitments are subject to risk appraisal to ensure that industry and geographical concentrations remain within acceptable levels for the
portfolio as a whole. Regular reviews are performed to substantiate the valuation of the investments within the portfolio.
33 Investments held to facilitate ongoing business include holdings in government-sponsored enterprises and local stock exchanges.
34 Instead of assuming that all interest rates move together, we group our interest rate exposures into currency blocs whose rates are
considered likely to move together. See Cautionary statement regarding forward-looking statements.

Risk management of insurance operations


35 Other includes term assurance, credit life insurance, universal life insurance and remaining non-life insurance.
36 Although investment contracts with discretionary participation features (DPF) are financial investments, HSBC continues to account for
them as insurance contracts as required by IFRS 4 Insurance Contracts. The corresponding liabilities are therefore recorded as liabilities
under insurance contracts.
37 Other assets and liabilities shows shareholder assets as well as assets and liabilities classified as held for sale. The majority of the assets for
insurance businesses classified as held for sale are reported as Other assets and investment properties and totalled $4.1bn at 31 December
2015 (2014: $6.8bn). The majority of these assets were debt and equity securities and PVIF. All liabilities for insurance businesses classified
as held for sale are reported in Other liabilities and totalled $3.7bn at 31 December 2015 (2014: $6.8bn). The majority of these liabilities
were liabilities under insurance contracts and liabilities under investment contracts.
38 Financial investments held to maturity (HTM) and available for sale (AFS).
39 Comprise mainly loans and advances to banks, cash and intercompany balances with other non-insurance legal entities.
40 Present value of in-force long-term insurance contracts and investment contracts with DPF.
41 Deferred tax includes the deferred tax liabilities arising on recognition of PVIF.
42 Does not include associated insurance company SABB Takaful Company or joint venture insurance company Canara HSBC Oriental Bank of
Commerce Life Insurance Company Limited.
43 HSBC has no insurance manufacturing subsidiaries in Middle East and North Africa or North America.
44 Comprise unit-linked life insurance contracts and linked long-term investment contracts.
45 Comprise all insurance and long-term investment contracts other than those classified as unit-linked.
46 A block of contracts in France with guaranteed nominal annual returns in the range 1.25%-3.72% are reported entirely in the 2.0%-4.0%
category in line with the average guaranteed return of 2.7% offered to policyholders by these contracts.
47 Real annual return guarantees provide the policyholder a guaranteed return in excess of the rate of inflation, and are supported by
inflation-linked debt securities with yields that are also expressed in real terms.
48 Where a 100 basis point parallel shift in the yield curve would result in a negative interest rate, the effects on profit after tax and total
equity have been calculated using a minimum rate of 0%.
49 Shareholders funds comprise solvency and unencumbered assets.
50 Non-linked insurance comprises all insurance contracts other than unit-linked, including remaining non-life business.
51 In most cases, policyholders have the option to terminate their contracts at any time and receive the surrender values of their policies. These
may be significantly lower than the amounts shown.
52 Insurance contracts and investment contracts with DPF can give policyholders the contractual right to receive, as a supplement to their
guaranteed benefits, additional benefits that may be a significant portion of the total contractual benefits, but whose amount and timing
are determined by HSBC. These additional benefits are contractually based on the performance of a specified pool of contracts or assets, or
the profit of the company issuing the contracts.
53 Other includes term assurance, universal life assurance and remaining non-life insurance.

Pension risk
54 In 2014, option overlay strategies which are expected to improve the risk/return profile of the equity allocation were implemented.
55 Alternative assets include ABSs, MBSs and infrastructure assets.
56 Whilst there is no target cash allocation, the amount of cash is expected to vary between 0%-5% depending upon the liquidity requirements
of the scheme, which will affect the actual allocation of bonds correspondingly.

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192

Our strong risk governance reflects the importance placed by the Board and the Group Risk Committee (GRC) on shaping
the Groups risk strategy and managing risks effectively. It is supported by a clear policy framework of risk ownership, a risk
appetite process through which the types and levels of risk that we are prepared to accept in executing our strategy are
articulated and monitored, performance scorecards cascaded from the Group Management Board (GMB) that align business
and risk objectives, and the accountability of all staff for identifying, assessing and managing risks within the scope of their
assigned responsibilities. This personal accountability, reinforced by the governance structure, mandatory learning and our
approach to remuneration, helps to foster a disciplined and constructive culture of risk management and control throughout
HSBC.
The executive and non-executive risk governance structures and their interactions are set out in the following table. Each
major operating subsidiary has established a board committee with non-executive responsibility for oversight of risk-related
matters and an executive meeting with responsibility for risk-related matters.
Governance structure for the management of risk
Authority

Membership

Responsibilities include:

Board

Executive and non-executive


Directors

Approving risk appetite, strategy and performance targets for the


Group
Approving appointment of chief risk officers of subsidiary
companies
Encouraging a strong risk governance culture which shapes the
Groups attitude to risk

Group Risk
Committee
(GRC)

Independent non-executive Directors

Advising the Board on:


risk appetite and alignment with strategy
alignment of remuneration with risk appetite (through advice
to the Group Remuneration Committee)
risks associated with proposed strategic acquisitions and
disposals

Strategic Report

Risk governance

Financial Review

This appendix describes the significant policies and practices employed by HSBC in managing our credit risk, liquidity and funding, market risk,
operational risk (including compliance risk, legal risk and fiduciary risk), insurance risk, reputational risk, pension risk and sustainability risk.

Corporate Governance

Appendix to Risk
Risk policies and practices

Reviewing the effectiveness of the Groups systems of risk


management and internal controls (other than over financial
reporting)
Overseeing the maintenance and development of a supportive
culture in relation to the management of risk
Financial System
Vulnerabilities
Committee

Overseeing controls and procedures designed to identify areas of


exposure to financial crime or system abuse

Non-executive Directors, including


the Chairman of the Group
Remuneration Committee, and
co-opted non-director members

Overseeing matters relating to anti-money laundering, sanctions,


terrorist financing and proliferation financing

Financial Statements

Overseeing high-level risk related matters

Conduct & Values


Committee

Independent non-executive Directors

Ensuring that in the conduct of its business, HSBC treats all


stakeholders fairly
Advising the Board on HSBC policies, procedures and standards to
ensure that the Group conducts business responsibly and
consistently adheres to the HSBC Values

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193

Shareholder Information

Reviewing policies and procedures to ensure continuing


obligations to regulatory and law enforcement agencies are met

Report of the Directors: Risk (continued)


Appendix to Risk Policies and practices

Authority

Membership

Responsibilities include:

Risk Management
Meeting of the GMB
(RMM)

Group Chief Risk Officer


Chief Legal Officer
Group Chief Executive
Group Finance Director
All other Group Managing Directors

Formulating high-level global risk policy


Supporting the Group Chief Risk Officer in exercising delegated
risk management authority
Overseeing implementation of risk appetite and controls
Monitoring all categories of risk and determining appropriate
mitigating action
Promoting a supportive Group culture in relation to risk
management and conduct
Implementing Global Standards throughout the Group

Global Risk Management


Board

Global Business Risk


Management
Committees

Group Chief Risk Officer


Chief Risk Officers of HSBCs global
businesses and regions
Heads of Global Risk sub-functions

Supporting the RMM and the Group Chief Risk Officer in


providing strategic direction for the Global Risk function,
setting priorities and overseeing their execution

Global Business Chief Risk Officer


Global Business Chief Executive
Global Business Chief Financial
Officer
Heads of Global Risk sub-functions,
as appropriate

Forward looking assessment of changes in global business


activities or the markets in which it operates, analysing the
possible risk impact and taking appropriate action

Overseeing consistent approach to accountability for, and


mitigation of, risk across the Global Risk function

Overseeing the implementation of global business risk appetite


and controls
Monitoring all categories of risk and determining appropriate
mitigating actions
Promoting a strong risk culture

Regional Risk Management


Committees

Subsidiary board committees


responsible for risk-related
matters and global business
risk committees

Regional Chief Risk Officer


Regional Chief Executive Officer
Regional Chief Financial Officer
Regional Global Business Chief
Heads of Global Risk sub-functions,
as appropriate

Formulating regional specific risk policy

Independent non-executive directors


and/or HSBC employees with no
line or functional responsibility
for the activities of the relevant
subsidiary or global business, as
appropriate

Providing reports to the GRC or intermediate risk committee


on risk-related matters and internal controls (other than over
financial reporting) of relevant subsidiaries or businesses, as
requested

Overseeing the implementation of regional risk appetite and


controls
Monitoring all categories of risk and determining appropriate
mitigating actions
Promoting a strong risk culture

The governance framework also defines the required structure for Risk sub-functions, stress testing and other key areas at
Group, global business, regional and country level.
Risk appetite
The Groups Qualitative Risk Appetite Statement (RAS) formally articulates our overarching risk appetite principles, serves as
a guide in embedding our risk appetite framework and supports strategic and operational decision-making across the Group.
Strong capital position: we are to have a strong capital position defined by robust regulatory and internal capital ratios. The
progression of dividends should be consistent with the growth of the Groups profitability and is predicated on the ability to
meet all capital requirements in a timely manner. Both the Group and its individual legal entities must self-capitalise with
capital generation, net of dividends, exceeding the capital needed to support organic growth in the entitys risk-weighted
assets;
Liquidity and funding management: operating entities are required to manage liquidity risk on a stand-alone basis with no
implicit reliance on the Group or central banks and be able to withstand a Group-defined remote liquidity stress scenario.
Customer assets and other illiquid assets must be funded with reliable and stable sources of funding;
Risk return relationship: we aim to generate returns in line with the risk taken and in alignment with strategic plans,
strategic business outlooks and risk management policies;

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194

Reputation risk: we tolerate a limited degree of reputational risk arising from business activities or associations where the
risk has been escalated to the appropriate level of management. We have zero tolerance for knowingly engaging in any
business, activity or association where foreseeable reputational risk/damage has not been considered and/or mitigated;
Financial crime compliance: we will operate with integrity to the most effective financial crime risk management standards,
address financial system vulnerability through a robust financial crime risk management framework, and ensure
appropriate mitigating systems and controls are in place to prevent and detect financial crime. We have no appetite for
deliberately or knowingly facilitating business that gives rise to illicit activity; and

Strategic Report

Sustainable and diversified earnings mix: global businesses and regions must support sustainable, well diversified and nonvolatile earning streams, delivering consistent returns for shareholders;

Credit risk management


(Audited)

The role of independent credit control unit is fulfilled by the Global Risk function. Credit approval authorities are delegated by
the Board to the Chief Executive Officer of HSBC Holdings together with the authority to sub-delegate them. Similar credit
approval authorities are delegated by the boards of subsidiary companies to their respective executive officers. In each
major subsidiary, a Chief Risk Officer reports to the local Chief Executive Officer on credit-related issues, while maintaining a
direct functional reporting line to the Group Chief Risk Officer in Global Risk. Details of the roles and responsibilities of the credit
risk management function and the policies and procedures for managing credit risk are set out below. There were no
significant changes in 2015.
The high-level oversight and management of credit risk provided globally by the Credit Risk sub-function in Global Risk
to formulate Group credit policy. Compliance, subject to approved dispensations, is mandatory for all operating companies which must
develop local credit policies consistent with Group policies;
to guide operating companies on the Groups appetite for credit risk exposure to specified market sectors, activities and banking products
and controlling exposures to certain higher-risk sectors;
to undertake an independent review and objective assessment of risk. Global Risk assesses all commercial non-bank credit facilities and
exposures over designated limits, prior to the facilities being committed to customers or transactions being undertaken;
to monitor the performance and management of portfolios across the Group;

Corporate Governance

Credit risk

Financial Review

Regulatory compliance: we have no appetite for deliberately or knowingly causing detriment to consumers arising from our
products and services, or incurring a breach of the letter or spirit of regulatory requirements. We have no appetite for
inappropriate market conduct by a member of staff or by any Group business.

to control exposure to sovereign entities, banks and other financial institutions, and debt securities which are not held solely for the
purpose of trading;

to control our cross-border exposures;


to maintain and develop our risk rating framework and systems, the governance of which is under the general oversight of the Group
Model Oversight Committee (MOC). The Group MOC meets bi-monthly and reports to the RMM. It is chaired by the Global Risk function
and its membership is drawn from Global Risk and relevant global functions or businesses;
to report to the RMM, the GRC and the Board on high risk portfolios, risk concentrations, country limits and cross-border exposures, large
impaired accounts, impairment allowances, stress testing results and recommendations and retail portfolio performance; and

to act on behalf of HSBC Holdings as the primary interface, for credit-related issues, with the Bank of England, the PRA, local regulators,
rating agencies, analysts and counterparts in major banks and non-bank financial institutions.

Financial Statements

to set Group policy on large credit exposures, ensuring that concentrations of exposure by counterparty, sector or geography do not
become excessive in relation to our capital base, and remain within internal and regulatory limits;

Principal objectives of our credit risk management


to both partner and challenge our businesses in defining, implementing and continually re-evaluating our risk appetite under
actual and scenario conditions; and
to ensure there is independent, expert scrutiny of credit risks, their costs and their mitigation.

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195

Shareholder Information

to maintain across HSBC a strong culture of responsible lending and a robust risk policy and control framework;

Report of the Directors: Risk (continued)


Appendix to Risk Policies and practices

Concentration of exposure
(Audited)

Concentrations of credit risk arise when a number of counterparties or exposures have comparable economic characteristics or
such counterparties are engaged in similar activities or operate in the same geographical areas or industry sectors so that their
collective ability to meet contractual obligations is uniformly affected by changes in economic, political or other conditions. We
use a number of controls and measures to minimise undue concentration of exposure in our portfolios across industry, country
and global business. These include portfolio and counterparty limits, approval and review controls, and stress testing.
Wrong-way risk occurs when a counterpartys exposures are adversely correlated with its credit quality. There are two types of
wrong-way risk:
general wrong-way risk occurs when the probability of counterparty default is positively correlated with general risk factors
such as, for example, where the counterparty is resident and/or incorporated in a higher-risk country and seeks to sell a
non-domestic currency in exchange for its home currency; and
specific wrong-way risk occurs when the exposure to a particular counterparty is positively correlated with the probability
of counterparty default, such as a reverse repo on the counterpartys own bonds. It is our policy that specific wrong-way
transactions are approved on a case-by-case basis.
We use a range of tools to monitor and control wrong-way risk, including requiring the business to obtain prior approval before
undertaking wrong-way risk transactions outside pre-agreed guidelines.
Credit quality of financial instruments
(Audited)

Our credit risk rating systems and processes differentiate exposures in order to highlight those with greater risk factors and
higher potential severity of loss. In the case of individually significant accounts that are predominantly within our wholesale
businesses, risk ratings are reviewed regularly and any amendments are implemented promptly. In our retail businesses, risk is
assessed and managed using a wide range of risk and pricing models to generate portfolio data.
Our risk rating system facilitates the internal ratings-based approach under the Basel framework adopted by the Group to
support calculation of our minimum credit regulatory capital requirement. Our credit quality classifications are defined below.
Special attention is paid to problem exposures in order to accelerate remedial action. When appropriate, our operating
companies use specialist units to provide customers with support to help them avoid default if possible.
Group and regional Credit Review and Risk Identification teams regularly review exposures and processes in order to provide
an independent, rigorous assessment of credit risk across the Group, reinforce secondary risk management controls and share
best practice. Internal audit, as a third line control function, focuses on risks with a global perspective and on the design and
effectiveness of primary and secondary controls, carrying out oversight audits via the sampling of global and regional control
frameworks, themed audits of key or emerging risks and project audits to assess major change initiatives.
The five credit quality classifications defined below each encompass a range of granular internal credit rating grades assigned
to wholesale and retail lending businesses and the external ratings attributed by external agencies to debt securities.
Credit quality classification
Debt securities
and other bills

Quality classification
Strong
Good
Satisfactory
Sub-standard
Impaired

Wholesale lending
and derivatives

Retail lending

External
credit rating

Internal
credit rating

12 month
probability of
default %

A and above
BBB+ to BBB
BB+ to B and
unrated
B to C
Default

CRR21 to CRR2
CRR3

0 0.169
0.170 0.740

EL31 to EL2
EL3

CRR4 to CRR5
CRR6 to CRR8
CRR9 to CRR10

0.741 4.914
4.915 99.999
100

EL4 to EL5
EL6 to EL8
EL9 to EL10

Internal
credit rating1

Expected
loss %
0 0.999
1.000 4.999
5.000 19.999
20.000 99.999
100+ or defaulted4

1 We observe the disclosure convention that, in addition to those classified as EL9 to EL10, retail accounts classified EL1 to EL8 that are delinquent by
90 days or more are considered impaired, unless individually they have been assessed as not impaired (see page 127, Past due but not impaired gross
financial instruments).
2 Customer risk rating.
3 Expected loss.
4 The EL percentage is derived through a combination of PD and LGD, and may exceed 100% in circumstances where the LGD is above 100% reflecting
the cost of recoveries.

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196

Strong exposures demonstrate a strong capacity to meet financial commitments, with negligible or low probability of default and/or low
levels of expected loss. Retail accounts operate within product parameters and only exceptionally show any period of delinquency.
Good exposures require closer monitoring and demonstrate a good capacity to meet financial commitments, with low default risk. Retail
accounts typically show only short periods of delinquency, with any losses expected to be minimal following the adoption of recovery
processes.
Satisfactory exposures require closer monitoring and demonstrate an average to fair capacity to meet financial commitments, with
moderate default risk. Retail accounts typically show only short periods of delinquency, with any losses expected to be minor following
the adoption of recovery processes.

Strategic Report

Quality classification definitions

Impaired exposures have been assessed as impaired. These include wholesale exposures where the bank considers that either the
customer is unlikely to pay its credit obligations in full, without recourse by the bank to the actions such as realising security if held, or the
customer is past due more than 90 days on any material credit obligation; retail accounts include loans and advances classified as EL9 to
EL10, and for those classified EL1 to EL8 they are greater than 90 days past due unless individually they have been assessed as not
impaired; and renegotiated loans that have met the requirements to be disclosed as impaired and have not yet met the criteria to be
returned to the unimpaired portfolio (see below).

The customer risk rating (CRR) 10-grade scale summarises a more granular underlying 23-grade scale of obligor probability of
default (PD). All HSBC customers are rated using the 10- or 23-grade scale, depending on the degree of sophistication of the
Basel II approach adopted for the exposure.

Financial Review

Sub-standard exposures require varying degrees of special attention and default risk is of greater concern. Retail portfolio segments
show longer delinquency periods of generally up to 90 days past due and/or expected losses are higher due to a reduced ability to
mitigate these through security realisation or other recovery processes.

Renegotiated loans and forbearance


(Audited)

A range of forbearance strategies is employed in order to improve the management of customer relationships, maximise
collection opportunities and, if possible, avoid default, foreclosure or repossession. They include extended payment terms, a
reduction in interest or principal repayments, approved external debt management plans, debt consolidations, the deferral of
foreclosures and other forms of loan modifications and re-ageing.
Our policies and practices are based on criteria which enable local management to judge whether repayment is likely to
continue. These typically provide a customer with terms and conditions that are more favourable than those provided initially.
Loan forbearance is only granted in situations where the customer has showed a willingness to repay their loan and is
expected to be able to meet the revised obligations.
Identifying renegotiated loans
The contractual terms of a loan may be modified for a number of reasons including changing market conditions, customer
retention and other factors not related to the current or potential credit deterioration of a customer. When the contractual
payment terms of a loan are modified because we have significant concerns about the borrowers ability to meet contractual
payments when due, these loans are classified as renegotiated loans.
For retail lending our credit risk management policy sets out restrictions on the number and frequency of renegotiations, the
minimum period an account must have been opened before any renegotiation can be considered and the number of qualifying
payments that must be received. The application of this policy varies according to the nature of the market, the product and
the management of customer relationships through the occurrence of exceptional events. When considering whether there is
significant concern regarding a customers ability to meet contractual loan repayments when due, we assess the customers
delinquency status, account behaviour, repayment history, current financial situation and continued ability to repay. If the
customer is not meeting contractual repayments or it is evident that they will be unable to do so without the renegotiation,
there will be a significant concern regarding their ability to meet contractual payments, and the loan will be disclosed as
impaired, unless the concession granted is insignificant as discussed below.

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197

Financial Statements

For debt securities and certain other financial instruments, external ratings have been aligned to the five quality classifications
based upon the mapping of related CRR to external credit grade.

Shareholder Information

The expected loss (EL) 10-grade scale for retail business summarises a more granular underlying EL scale for this customer
segment; this combines obligor and facility/product risk factors in a composite measure.

Corporate Governance

Each CRR band is associated with an external rating grade by reference to long-run default rates for that grade, represented by
the average of issuer-weighted historical default rates. This mapping between internal and external ratings is indicative and
may vary over time.

Report of the Directors: Risk (continued)


Appendix to Risk Policies and practices

For loan restructurings in wholesale lending, indicators of significant concerns regarding a borrowers ability to pay include:
the debtor is currently in default on any of its debt;
the debtor has declared or is in the process of declaring bankruptcy or entering into a similar process;
there is significant doubt as to whether the debtor will continue to be a going concern;
currently, the debtor has securities that have been delisted, are in the process of being delisted, or are under threat of
being delisted from an exchange as a result of trading or financial difficulties;
based on estimates and projections that only encompass current business capabilities, the Group forecasts that the
debtors entity-specific cash flows will be insufficient to service the debt (both interest and principal) in accordance with the
contractual terms of the existing agreement through maturity. In this instance, actual payment default may not yet have
occurred; and
absent the modification, the debtor cannot obtain funds from sources other than its existing creditors at an effective
interest rate equal to the current market interest rate for similar debt for a non-distressed debtor.
Where the modification of a loans contractual payment terms represents a concession for economic or legal reasons relating
to the borrowers financial difficulty, and is a concession that we would not otherwise consider, then the renegotiated loan
is disclosed as impaired in accordance with our impaired loan disclosure convention described in more detail on page 354,
unless the concession is insignificant and there are no other indicators of impairment. Insignificant concessions are primarily
restricted to our CML portfolio in HSBC Finance, where loans which are in the early stages of delinquency (less than 60 days
delinquent) and typically have the equivalent of two payments deferred for the first time, are excluded from our impaired loan
classification, as the contractual payment deferrals are deemed to be insignificant compared with payments due on the loan as
a whole. For details of HSBC Finances loan renegotiation programmes and portfolios, see pages 129 and 145.
Credit quality classification of renegotiated loans
(Audited)

Under IFRSs, an entity is required to assess whether there is objective evidence that financial assets are impaired at the end of
each reporting period. A loan is impaired and an impairment allowance is recognised when there is objective evidence of a loss
event that has an effect on the cash flows of the loan which can be reliably estimated. Granting a concession to a customer
that we would not otherwise consider, as a result of their financial difficulty, is objective evidence of impairment and
impairment losses are measured accordingly.
A renegotiated loan is presented as impaired when:
there has been a change in contractual cash flows as a result of a concession which the lender would otherwise not
consider, and
it is probable that without the concession, the borrower would be unable to meet contractual payment obligations in full.
This presentation applies unless the concession is insignificant and there are no other indicators of impairment.
The renegotiated loan will continue to be disclosed as impaired until there is sufficient evidence to demonstrate a significant
reduction in the risk of non-payment of future cash flows, and there are no other indicators of impairment. For loans that are
assessed for impairment on a collective basis, the evidence typically comprises a history of payment performance against the
original or revised terms, as appropriate to the circumstances. For loans that are assessed for impairment on an individual
basis, all available evidence is assessed on a case-by-case basis.
For corporate and commercial loans, which are individually assessed for impairment and where non-monthly payments are
more commonly agreed, the history of payment performance will depend on the underlying structure of payments agreed as
part of the restructuring.
For retail lending the minimum period of payment performance required depends on the nature of loans in the portfolio,
but is typically between six and twelve months. Where portfolios have more significant levels of forbearance activity, such
as that undertaken by HSBC Finance, the minimum repayment performance period required may be substantially more
(for further details on HSBC Finance see page 145). Payment performance periods are monitored to ensure they remain
appropriate to the levels of recidivism observed within the portfolio. These performance periods are in addition to a minimum
of two payments which must be received within a 60-day period (in the case of HSBC Finance, in certain circumstances,
for example where debt has been restructured in bankruptcy proceedings, fewer or no qualifying payments may be required).
The qualifying payments are required in order to demonstrate that the renegotiated terms are sustainable for the borrower.
Renegotiated loans are classified as unimpaired where the renegotiation has resulted from significant concern about a
borrowers ability to meet their contractual payment terms but the concession is not significant and the contractual cash flows
are expected to be collected in full following the renegotiation.

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198

Derecognition of renegotiated loans


Loans that have been identified as renegotiated retain this designation until maturity or derecognition. When a loan is
restructured as part of a forbearance strategy and the restructuring results in derecognition of the existing loan, the new loan
is disclosed as renegotiated.
When determining whether a loan that is restructured should be derecognised and a new loan recognised, we consider the
extent to which the changes to the original contractual terms result in the renegotiated loan, considered as a whole, being a
substantially different financial instrument. The following are examples of circumstances that individually are likely to result in
this test being met and derecognition accounting being applied:

Strategic Report

(Audited)

an uncollateralised loan becomes fully collateralised or vice versa;


a change in the currency in which the principal or interest is denominated, other than a conversion at a current market rate;
or
a change in the obligor.
The following are examples of factors that we consider may indicate that the revised loan is a substantially different financial
instrument, but are unlikely to be conclusive in themselves:
conditions added to the contract that substantially alter the credit risk of the loan (e.g. conditions on how the customers
business will be conducted in order to meet the revised terms of the loan);
guarantees are put in place that are expected to substantially change the source of repayment and it is fully expected that
the guarantees have value;

Financial Review

removal or addition of debt-to-equity conversion features attached to the loan agreement that have substance;

rate structure changes (that are not existing contractual features) or debt consolidation where these changes are not purely
a concession to allow the obligor to pay a monthly amount that is affordable given its credit distressed circumstances;

Renegotiated loans and recognition of impairment allowances


(Audited)

For retail lending, renegotiated loans are segregated from other parts of the loan portfolio for collective impairment
assessment to reflect the higher rates of losses often encountered in these segments. When empirical evidence indicates an
increased propensity to default and higher losses on such accounts, such as for re-aged loans in the US, the use of roll-rate (or
discounted cash flow) methodology ensures these factors are taken into account when calculating impairment allowances by
applying roll rates specifically calculated on the pool of loans subject to forbearance. When the portfolio size is small or when
information is insufficient or not reliable enough to adopt a roll-rate (or discounted cash flow) methodology, a basic formulaic
approach based on historical loss rate experience is used. As a result of our collective impairment methodology, we recognise
collective impairment allowances on homogeneous groups of loans, including renegotiated loans, where there is historical
evidence that there is a likelihood that loans in these groups will progress through the various stages of delinquency, and
ultimately prove irrecoverable as a result of events occurring before the balance sheet date. This treatment applies
irrespective of whether or not those loans are presented as impaired in accordance with our impaired loans disclosure
convention.
In the corporate and commercial sectors, renegotiated loans are typically assessed individually. Credit risk ratings are intrinsic
to the impairment assessment. A distressed restructuring is classified as an impaired loan. The individual impairment
assessment takes into account the higher risk of the non-payment of future cash flows inherent in renegotiated loans.
Corporate and commercial forbearance

Financial Statements

the collateral level (as a % of the loan) has doubled and the resulting coverage is more than 50%.

Corporate Governance

a change in the liquidation preference or ranking of the instrument that is not a debt-to-equity conversion; or

the customer is experiencing, or is very likely to experience, difficulty in meeting a payment obligation to the Group (i.e.
due to current credit distress); and
the Group is offering to the customer revised payment arrangements which constitute a concession (i.e. it is offering terms
it would not normally be prepared to offer).
These cases are described as distressed restructurings. The agreement of a restructuring which meets the criteria above
requires all loans, advances and counterparty exposures to the customer to be treated as impaired. Against the background
of this requirement, as a customer approaches the point at which it becomes clear that there is an increasing risk that a
restructuring of this kind might be necessary, the exposures will typically be regarded as sub-standard to reflect the

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199

Shareholder Information

In the corporate and commercial sectors, forbearance activity is undertaken selectively where it has been identified that
repayment difficulties against the original terms have already materialised, or are very likely to materialise. These cases are
treated as impaired loans where:

Report of the Directors: Risk (continued)


Appendix to Risk Policies and practices

deteriorating credit risk profile and will be graded as impaired when the restructure is proposed for approval, or sooner if
there is sufficient concern regarding the customers likeliness to pay.
For the purposes of determining whether changes to a customers agreement should be treated as a distressed restructuring
the following types of modification are regarded as concessionary:
transfers from the customer of receivables from third parties, real estate, or other assets to satisfy fully or partially a debt;
issuance or other granting of an equity interest to satisfy fully or partially a debt unless the equity interest is granted
pursuant to existing terms for converting the debt into an equity interest; and
modification of the terms of a debt, such as one or more of the following:
reduction (absolute or contingent) of the stated interest rate for the remaining original life of the debt;
extension of the maturity date or dates at a stated interest rate lower than the current market rate for new debt with
similar risk;
reduction (absolute or contingent) of the face amount or maturity amount of the debt; and
reduction (absolute or contingent) of accrued interest.
Modifications that are unrelated to payment arrangements, such as the restructuring of collateral or security arrangements or
the waiver of rights under covenants within documentation, are not regarded by themselves to be evidence of credit distress
affecting payment capacity. Typically, covenants are in place to give the Group rights of repricing or acceleration, but they are
frequently set at levels where payment capacity has yet to be affected, providing rights of action at earlier stages of credit
deterioration. Such concessions do not directly affect the customers ability to service the original contractual debt and are not
reported as renegotiated loans. However, where a customer requests a non-payment related covenant waiver, the significance
of the underlying breach of covenant will be considered together with any other indicators of impairment, and where there
is a degree of severity of credit distress indicating uncertainty of payment, all available evidence will be considered in
determining whether a loss event has occurred. The waiver will not, however, trigger classification as a renegotiated loan
as payment terms have not been modified.
When both payment-related and non-payment related modifications are made together as a result of significant concerns
regarding the payment of contractual cash flows, the loan is treated as a distressed restructuring and disclosed as a
renegotiated loan.
Where clauses are built into the contract in advance which allow for payment-related modifications, and are exercised under
conditions of credit distress at a point where the modification provides a concession to the customer, these cases are treated
as meeting the definition of a distressed restructuring.
In assessing whether payment-related forbearance is a satisfactory and sustainable strategy, the customers entire exposure
and facilities will be reviewed and their ability to meet the terms of both the revised obligation and other credit facilities not
amended in the renegotiation is assessed. Should this assessment identify that a renegotiation will not deal with a customers
payment capacity issues satisfactorily, other special management options may be applied. This process may identify the need
to provide assistance to a customer specifically to restructure their business operations and activities so as to restore
satisfactory payment capacity.
When considering acceptable restructuring terms we consider the ability of the customer to be able to service the revised
interest payments as a necessity. When principal payment modifications are considered, again we require the customer to be
able to comply with the revised terms as a necessary pre-condition for the restructuring to proceed. When principal payments
are modified resulting in permanent forgiveness, or when it is otherwise considered that there is no longer a realistic prospect
of recovery of outstanding principal, the affected balances are written off. When principal repayments are postponed, it is
expected that the customer will be capable of paying in line with the renegotiated terms, including instances when the
postponed principal repayment is expected from refinancing. In all cases, a loan renegotiation is only granted when the
customer is expected to be able to meet the revised terms.
Modifications may be made on a temporary basis when time is needed for the customer to make arrangements for payment,
when deterioration in payment capacity is expected to be acute but short lived, or when more time is needed to accommodate
discussions regarding a more permanent accommodation with other bankers, for example in syndicated facilities where
multilateral negotiation commonly features.
If a restructuring proceeds and the customer demonstrates satisfactory performance over a period of time, the case may
be returned to a non-impaired grade (CRR1-8) provided no other indicators of impairment remain. Such a case cannot be
returned to a non-impaired grade when a specific impairment allowance remains against any of the customers credit facilities.
The period of performance will vary depending on the underlying structure of payments to be made by the customer under
the amended agreement and the extent to which the customers financial position is considered to have improved.

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Impairment assessment

The existence of collateral has an effect when calculating impairment on individually assessed impaired loans. When we no
longer expect to recover the principal and interest due on a loan in full or in accordance with the original terms and conditions,
it is assessed for impairment. If exposures are secured, the current net realisable value of the collateral is taken into account
when assessing the need for an impairment allowance. No impairment allowance is recognised in cases where all amounts due
are expected to be settled in full on realisation of the security.
Personal lending portfolios are generally assessed for impairment on a collective basis as the portfolios typically consist
of large groups of homogeneous loans. Two methods are used to calculate allowances on a collective basis: a roll-rate
methodology or a more basic formulaic approach based on historical losses. On a yearly basis, we review the impairment
allowance methodology used for retail banking and small business portfolios across the Group to ensure that the assumptions
used in our collective assessment models continued to appropriately reflect the period of time between a loss event occurring
and the account proceeding to delinquency and eventual write-off.
The historical loss methodology is typically used to calculate collective impairment allowances for secured or low default
portfolios such as mortgages until the point at which they are individually identified and assessed as impaired. For loans
that are collectively assessed using historical loss methodology, the historical loss rate is derived from the average
contractual write-off net of recoveries over a defined period. The net contractual write-off rate is the actual amount of
loss experienced after the realisation of collateral and receipt of recoveries.
A roll-rate methodology is more commonly adopted for unsecured portfolios when there are sufficient volumes of empirical
data to develop robust statistical models. In certain circumstances mortgage portfolios have a statistically significant
number of defaults and losses available, enabling reliable roll rates to be generated. In these cases a roll-rate methodology
is applied until the point at which the loans are individually identified and assessed as impaired, and the average gross loss
rates by delinquency bucket are adjusted to reflect the future expected cash flows after collateral and other recovery
realisation.
The nature of the collective allowance assessment prevents individual collateral values or loan-to-value (LTV) ratios from
being included within the calculation. However, the loss rates used in the collective assessment are adjusted for the collateral
realisation experiences which will vary depending on the LTV composition of the portfolio. For example, mortgage portfolios
under a historical loss rate methodology with lower LTV ratios will typically experience lower loss history and consequently a
lesser net contractual write-off rate.
For wholesale collectively assessed loans, historical loss methodologies are applied to measure loss event impairments which
have been incurred but not reported. Loss rates are derived from the historical impairment charges or losses recognised on
impaired loans net of recoveries over a defined period, typically no less than 60 months. These historical loss rates are
adjusted by an economic factor which amends the historical averages to better represent current economic conditions
affecting the portfolio. In order to reflect the likelihood of a loss event not being identified and assessed an emergence period
assumption is applied which reflects the period between a loss occurring and its identification. The emergence period is
estimated by management for each identified portfolio. The factors that may influence this estimation include economic and
market conditions, customer behaviour, portfolio management information, credit management techniques and collection and
recovery experiences in the market. The emergence period is assessed empirically on a periodic basis and may vary over time
as these factors change.

Financial Review

Impairment and credit risk mitigation

Corporate Governance

For details of our impairment policies on loans and advances and financial investments, see Note 1j on the Financial
Statements.

Financial Statements

It is our policy that each operating company in HSBC creates impairment allowances for impaired loans promptly and
appropriately, when there is objective evidence that impairment of a loan or portfolio of loans has occurred.

Strategic Report

(Audited)

Write-off of loans and advances


(Audited)

In HSBC Finance, the carrying amounts of residential mortgage and second lien loans in excess of net realisable value
are written off at or before the time foreclosure is completed or settlement is reached with the borrower. If there is no
reasonable expectation of recovery, and foreclosure is pursued, the loan is normally written off no later than the end of the
month in which the loan becomes 180 days contractually past due. We regularly obtain new appraisals for these collateral
dependent loans (every 180 days) and adjust carrying values to the most recent appraisal if they have improved or deteriorated
as the best estimate of the cash flows that will be received on the disposal of the collateral.
Unsecured personal facilities, including credit cards, are generally written off at between 150 and 210 days past due, the
standard period being the end of the month in which the account becomes 180 days contractually delinquent. Write-off
periods may be extended, generally to no more than 360 days past due but, in very exceptional circumstances, to longer than
that figure in a few countries where local regulation or legislation constrain earlier write-off or where the realisation of
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Shareholder Information

For details of our policy on the write-off of loans and advances, see Note 1j on the Financial Statements.

Report of the Directors: Risk (continued)


Appendix to Risk Policies and practices

collateral for secured real estate lending takes this time.


For secured personal facilities, final write-off should generally occur within 60 months of the default at the latest.
In the event of bankruptcy or analogous proceedings, write-off may occur earlier than at the periods stated above. Collections
procedures may continue after write-off.
Impairment methodologies
(Audited)

To identify objective evidence of impairment for available-for-sale ABSs, an industry standard valuation model is normally
applied which uses data with reference to the underlying asset pools and models their projected future cash flows. The
estimated future cash flows of the securities are assessed at the specific financial asset level to determine whether any of
them are unlikely to be recovered as a result of loss events occurring on or before the reporting date.
The principal assumptions and inputs to the models are typically the delinquency status of the underlying loans, the probability
of delinquent loans progressing to default, the prepayment profiles of the underlying assets and the loss severity in the event
of default. However, the models utilise other variables relevant to specific classes of collateral to forecast future defaults
and recovery rates. Management uses externally available data and applies judgement when determining the appropriate
assumptions in respect of these factors. We use a modelling approach which incorporates historically observed progression rates
to default to determine if the decline in aggregate projected cash flows from the underlying collateral will lead to a shortfall in
contractual cash flows. In such cases, the security is considered to be impaired.
In respect of collateralised debt obligations (CDOs), expected future cash flows for the underlying collateral are assessed to
determine whether there is likely to be a shortfall in the contractual cash flows of the CDO.
When a security benefits from a contract provided by a monoline insurer that insures payments of principal and interest, the
expected recovery on the contract is assessed in determining the total expected credit support available to the ABS.
Loan management unit
The HSBC Loan Management Unit (LMU) is a front line customer contact department within Wholesale Credit and Market
Risk that assumes responsibility for managing business customer relationships requiring intensive and close control where the
banks lending is at risk. LMU operates on a regional basis across the Group and is independent of the originating business
management units. It reports locally to the Regional Head of Wholesale Credit and Market Risk. Customers are identified and
transferred to LMU by business management or the Wholesale Credit and Market Risk approval teams.
Customers managed by LMU are normally operating outside the Groups risk appetite. They typically show symptoms of
significant financial difficulty, the management team displays limited experience of managing a business in distress and the
management and financial information provided to the Group is insufficient and unreliable.
The levels of customer exposure under management and the size of the LMU team varies between countries depending on the
breadth of business undertaken locally but LMU will always manage highly distressed situations where individual customer
exposure exceeds $1.5m.
The primary focus of LMU is to protect the bank's capital and minimise losses by working consensually with customers to
promote and support viable recovery strategies wherever achievable, with the ultimate intention of returning the customer
to front line relationship management. In some cases, rehabilitation is not possible and LMU will consider a range of options
to protect the bank's exposure and solvency of the customer. On occasion, it is not possible to find a satisfactory solution and
the customer may file for insolvency or local equivalent. In all outcomes, LMU seeks to treat customers fairly, sympathetically
and positively, in a professional way with transparent processes and procedures.
Remediation and restructuring strategies available in the business and LMU include granting a customer various types of
concessions while seeking to enhance the ability of the customer to ultimately repay the Group which could include enhancing
the overall security available to the Group. Any decision to approve a concession will be a function of the regions specific
country and sector appetite, the key metrics of the customer, the market environment, the loan structure and security.
Internal reviews on customers managed directly by LMU are performed on a scheduled basis in accordance with relevant
accounting guidelines, credit policies and national banking regulations. Under certain circumstances, concessions granted may
result in the loan being classified as a renegotiated loan.
Collateral and other credit enhancements held
(Audited)

Loans and advances held at amortised cost


The Groups practice is to lend on the basis of customers ability to meet their obligations out of cash flow resources rather
than rely on the value of security offered. Depending on a customers standing and the type of product, facilities may
be provided without security. For other lending, a charge over collateral is obtained and considered in determining the credit
decision and pricing. In the event of default, the bank may utilise the collateral as a source of repayment. Depending on its
form, collateral can have a significant financial effect in mitigating our exposure to credit risk.

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Refinance risk
Many types of lending require the repayment of a significant proportion of the principal at maturity. Typically, the mechanism
of repayment for the customer is through the acquisition of a new loan to settle the existing debt. Refinance risk arises where
a customer is unable to repay such term debt on maturity, or to refinance debt at commercial rates. When there is evidence
that this risk may apply to a specific contract, HSBC may need to refinance the loan on concessionary terms that we would not
otherwise have considered, in order to recoup the maximum possible cash flows from the contract and potentially avoid the
customer defaulting on the repayment of principal. When there is sufficient evidence that borrowers, based on their current
financial capabilities, may fail at maturity to repay or refinance their loans, these loans are disclosed as impaired with
recognition of a corresponding impairment allowance where appropriate.

Strategic Report

Additionally, risk may be managed by employing other types of collateral and credit risk enhancements such as second
charges, other liens and unsupported guarantees, but the valuation of such mitigants is less certain and their financial effect
has not been quantified.

Mortgage-backed securities (MBSs) are securities that represent interests in groups of mortgages and provide investors with
the right to receive cash from future mortgage payments (interest and/or principal). An MBS which references mortgages with
different risk profiles is classified according to the highest risk class.
Collateralised debt obligations (CDOs) are securities backed by a pool of bonds, loans or other assets such as asset-backed
securities (ABSs). CDOs may include exposure to sub-prime or Alt-A mortgage assets where these are part of the underlying
assets or reference assets. As there is often uncertainty surrounding the precise nature of the underlying collateral supporting
CDOs, all CDOs supported by residential mortgage-related assets are classified as sub-prime. Our holdings of ABSs and CDOs
and direct lending positions, and the categories of mortgage collateral and lending activity, are described below.

Financial Review

Nature of HSBCs securitisation and other structured exposures

Definition

Classification

Sub-prime

Loans to customers who have limited credit


histories, modest incomes or high debt-to-income
ratios or have experienced credit problems caused
by occasional delinquencies, prior charge-offs,
bankruptcy or other credit-related actions.

For US mortgages, a FICO score of 620 or less has


primarily been used to determine whether a loan is
sub-prime. For non-US mortgages, management
judgement is used.

US Home Equity Lines


of Credit (HELoCs)
(categorised within
Sub-prime)

A form of revolving credit facility provided to


customers, which is supported in the majority of
circumstances by a second lien or lower ranking
charge over residential property.

Holdings of HELoCs are classified as sub-prime.

US Alt-A

Lower risk loans than sub-prime, but they share


higher risk characteristics than lending under fully
conforming standard criteria.

US credit scores and the completeness of


documentation held (such as proof of income), are
considered when determining whether an Alt-A
classification is appropriate. Non sub-prime
mortgages in the US are classified as Alt-A if they are
not eligible for sale to the major US Government
mortgage agencies or sponsored entities.

US Government agency
and sponsored enterprises
mortgage-related assets

Securities that are guaranteed by US Government


agencies such as the Government National Mortgage
Association (Ginnie Mae), or by US Government
sponsored entities including Fannie Mae and
Freddie Mac.

Holdings of US Government agency and US


Government sponsored enterprises mortgagerelated assets are classified as prime exposures.

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Financial Statements

Categories of
ABSs and CDOs

Shareholder Information

Definitions and classifications of ABSs and CDOs

Corporate Governance

Our exposure to non-residential mortgage-related ABSs includes securities with collateral relating to commercial property
mortgages, leveraged finance loans, student loans, and other assets such as securities with other receivable-related collateral.

Report of the Directors: Risk (continued)


Appendix to Risk Policies and practices

Categories of ABSs and CDOs

Definition

Classification

UK non-conforming mortgages
(categorised within Sub-prime)

UK mortgages that do not meet normal lending criteria.


Examples include mortgages where the expected level of
documentation is not provided (such as income with selfcertification), or where poor credit history increases risk and
results in pricing at a higher than normal lending rate.

UK non-conforming mortgages are


treated as sub-prime exposures.

Other residential mortgages

Residential mortgages, including prime mortgages, that do not


meet any of the classifications described above.

Prime residential mortgage-related


assets are included in this category.

Liquidity and funding


The management of liquidity and funding is primarily undertaken locally (by country) in our operating entities in compliance
with the Groups Liquidity and Funding Risk Management Framework (the LFRF), and with practices and limits set by the GMB
through the RMM and approved by the Board. These limits vary according to the depth and the liquidity of the markets in
which the entities operate. Our general policy is that each defined operating entity should be self-sufficient in funding its own
activities. Where transactions exist between operating entities, they are reflected symmetrically in both entities.
As part of our Asset, Liability and Capital Management (ALCM) structure, we have established ALCOs at Group level, in the
regions and in operating entities. The terms of reference of all ALCOs include the monitoring and control of liquidity and
funding.
The primary responsibility for managing liquidity and funding within the Groups framework and risk appetite resides with the
local operating entities ALCOs. Our most significant operating entities are overseen by regional ALCOs, Group ALCO and the
RMM. The remaining smaller operating entities are overseen by regional ALCOs, with appropriate escalation of significant
issues to Group ALCO and the RMM.
Operating entities are predominately defined on a country basis to reflect our local management of liquidity and funding.
Typically, an operating entity will be defined as a single legal entity. However, to take account of the situation where
operations in a country are booked across multiple subsidiaries or branches:
an operating entity may be defined as a wider sub-consolidated group of legal entities if they are incorporated in the same
country, liquidity and funding are freely fungible between the entities and permitted by local regulation, and the definition
reflects how liquidity and funding are managed locally; or
an operating entity may be defined more narrowly as a principal office (branch) of a wider legal entity operating in multiple
countries, reflecting the local country management of liquidity and funding.
The RMM reviews and agrees annually the list of entities it directly oversees and the composition of these entities.
Primary sources of funding
Customer deposits in the form of current accounts and savings deposits payable on demand or at short notice form a
significant part of our funding, and we place considerable importance on maintaining their stability. For deposits, stability
depends upon maintaining depositor confidence in our capital strength and liquidity, and on competitive and transparent
pricing.
We also access wholesale funding markets by issuing senior secured and unsecured debt securities (publically and privately)
and borrowing from the secured repo markets against high quality collateral, in order to obtain funding for non-banking
subsidiaries that do not accept deposits, to align asset and liability maturities and currencies and to maintain a presence in
local wholesale markets.
The management of liquidity and funding risk
Inherent liquidity risk categorisation
We place our operating entities into one of two categories (low and medium) to reflect our assessment of their inherent
liquidity risk considering political, economic and regulatory factors within the host country and factors specific to the operating
entities themselves, such as their local market, market share and balance sheet strength. The categorisation involves
management judgement and is based on the perceived liquidity risk of an operating entity relative to other entities in the
Group. The categorisation is intended to reflect the possible impact of a liquidity event, not the probability of an event, and
forms part of our risk appetite. It is used to determine the prescribed stress scenario that we require our operating entities to
be able to withstand and manage to.
Core deposits
A key element of our internal framework is the classification of customer deposits into core and non-core based on our
expectation of their behaviour during periods of liquidity stress. This characterisation takes into account the inherent liquidity

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The three filters considered in assessing whether a deposit in any operating entity is core are:
price: any deposit priced significantly above market or benchmark rates is generally treated as entirely non-core;
size: depositors with total funds above certain monetary thresholds are excluded. Thresholds are established by considering
the business line and inherent liquidity risk categorisation; and
line of business: the element of any deposit remaining after the application of the price and size filters is assessed on the
basis of the line of business with which the deposit is associated. The proportion of any customer deposit that can be
considered core under this filter is between 35% and 90%.

Strategic Report

risk categorisation of the operating entity originating the deposit, the nature of the customer and the size and pricing of the
deposit. No deposit is considered to be core in its entirety unless it is contractually collateralising a loan. The core deposit base
in each operating entity is considered to be a long-term source of funding and therefore is assumed not to be withdrawn in the
liquidity stress scenario that we use to calculate our principal liquidity risk metrics.

Repo transactions and bank deposits cannot be classified as core deposits.

Core customer deposits are an important source of funding to finance lending to customers, and mitigate against reliance on
short-term wholesale funding. Limits are placed on operating entities to restrict their ability to increase loans and advances to
customers without corresponding growth in core customer deposits or long-term debt funding with a residual maturity beyond
one year; this measure is referred to as the advances to core funding ratio.
Advances to core funding ratio limits are set by the RMM for the most significant operating entities, and by regional ALCOs
for smaller operating entities, and are monitored by ALCM teams. The ratio describes loans and advances to customers as a
percentage of the total of core customer deposits and term funding with a remaining term to maturity in excess of one year.
In general, customer loans are assumed to be renewed and are included in the numerator of the ratio, irrespective of the
contractual maturity date. Reverse repo arrangements are excluded from the advances to core funding ratio.

Financial Review

Advances to core funding ratio

Stressed coverage ratios are derived from stressed cash flow scenario analyses and express stressed cash inflows as a
percentage of stressed cash outflows over one-month and three-month time horizons.
The stressed cash inflows include:
inflows (net of assumed haircuts) expected to be generated from the realisation of liquid assets; and
contractual cash inflows from maturing assets that are not already reflected as a utilisation of liquid assets.
In line with the approach adopted for the advances to core funding ratio, customer loans are generally assumed not to
generate any cash inflows under stress scenarios and are therefore excluded from the numerator of the stressed coverage
ratio, irrespective of the contractual maturity date.

Corporate Governance

Stressed coverage ratios

Stressed scenario analysis


We use a number of standard Group stress scenarios designed to model:
combined market-wide and HSBC-specific liquidity crisis scenarios; and
market-wide liquidity crisis scenario.
These scenarios are modelled by all operating entities. The appropriateness of the assumptions for each scenario is reviewed
by ALCM regularly and formally approved by the RMM and the Board annually as part of the liquidity and funding risk appetite
approval process.
Stressed cash outflows are determined by applying a standard set of prescribed stress assumptions to the Groups cash flow
model. Our framework prescribes the use of two market-wide scenarios and two further combined market-wide and HSBCspecific stress scenarios of increasing severity. In addition to our standard stress scenarios, individual operating entities are
required to design their own scenarios to reflect specific local market conditions, products and funding bases.
The two combined market-wide and HSBC-specific scenarios model a more severe scenario than the market-wide scenario.
The relevant combined market-wide and HSBC-specific stress scenario that an operating entity manages to is based upon its
inherent liquidity risk categorisation. The key assumptions factored into the two combined market-wide and HSBC-specific
stress scenarios are summarised as follows:
all non-core deposits are deemed to be withdrawn within three months (80% within one month), with the level of non-core
deposits dependent on the operating entitys inherent liquidity risk categorisation;
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Shareholder Information

Compliance with operating entity limits is monitored by ALCM teams and reported monthly to the RMM for the main
operating entities and to regional ALCOs for the smaller operating entities.

Financial Statements

A stressed coverage ratio of 100% or higher reflects a positive cumulative cash flow under the stress scenario being monitored.
Group operating entities are required to maintain a ratio of 100% or more out to three months under the combined marketwide and HSBC-specific stress scenario defined by the inherent liquidity risk categorisation of the operating entity concerned.

Report of the Directors: Risk (continued)


Appendix to Risk Policies and practices

the ability to access interbank funding and unsecured term debt markets ceases for the duration of the scenario;
the ability to generate funds from illiquid asset portfolios (securitisation and secured borrowing) is restricted to 25-75% of
the lower of issues in the last six months or expected issues in the next six months. The restriction is based on current
market conditions and is dependent on the operating entitys inherent liquidity risk categorisation;
the ability to access repo funding ceases for any asset not classified as liquid under our liquid asset policy for the duration of
the scenario;
drawdowns on committed lending facilities must be consistent with the severity of the market stress being modelled and
dependent on the inherent liquidity risk categorisation of the operating entity;
outflows are triggered by a defined downgrade in long-term ratings. We maintain an ongoing assessment of the appropriate
number of notches to reflect;
customer loans are assumed to be renewed at contractual maturity;
interbank loans and reverse repos are assumed to run off contractually; and
assets defined as liquid assets are assumed to be realised in cash ahead of their contractual maturity, after applying a
defined stressed haircut of up to 20%.
Liquid assets of HSBCs principal operating entities
Stressed scenario analysis and the numerator of the coverage ratio include the assumed cash inflows that would be generated
from the realisation of liquid assets, after applying the appropriate stressed haircut. These assumptions are made on the basis
of managements expectation of when an asset is deemed to be realisable.
Liquid assets are unencumbered assets that meet the Groups definition of liquid assets and are either held outright or as a
consequence of a reverse repo transaction with a residual contractual maturity beyond the time horizon of the stressed
coverage ratio being monitored. Any unencumbered asset held as a result of reverse repo transactions with a contractual
maturity within the time horizon of the stressed coverage ratio being monitored is excluded from the stock of liquid assets and
is instead reflected as a contractual cash inflow.
Our framework defines the asset classes that can be assessed locally as high quality and realisable within one month and
between one month and three months. Each local ALCO has to be satisfied that any asset which may be treated as liquid in
accordance with the Groups liquid asset policy will remain liquid under the stress scenario being managed to.
Inflows from the utilisation of liquid assets within one month can generally only be based on confirmed withdrawable central
bank deposits or the sale or repo of government and quasi-government exposures generally restricted to those denominated
in the sovereigns domestic currency. High quality ABSs (predominantly US MBSs) and covered bonds are also included but
inflows assumed for these assets are capped.
Inflows after one month are also reflected for high quality non-financial and non-structured corporate bonds and equities
within the most liquid indices.
Internal categorisation

Cash inflow recognised

Asset classes

Level 1

Within one month

Central government
Central bank (including confirmed withdrawable reserves)
Supranationals
Multilateral development banks
Coins and banknotes

Level 2

Within one month but capped

Local and regional government


Public sector entities
Secured covered bonds and pass-through ABSs
Gold

Level 3

From one to three months

Unsecured non-financial entity securities


Equities listed on recognised exchanges and within liquid indices

Any entity owned and controlled by central or local/regional government but not explicitly guaranteed is treated as a public
sector entity.
Any exposure explicitly guaranteed is reflected as an exposure to the ultimate guarantor.
In terms of the criteria used to ensure liquid assets are of a high quality, the Groups liquid asset policy sets out the following
additional criteria:
1. Central bank and central government exposures:
denominated in the domestic currency of the related sovereign and held:
onshore in the domestic banking system, qualify as Level 1 liquid assets.

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denominated in a currency other than the currency of the related sovereign (i.e. foreign currency) must be risk weighted
20% or lower under the Basel standardised risk weighting methodology and issued in a limited number of major
currencies to qualify as Level 1 liquid assets.
The treatment of eurozone countries using the euro as their domestic currency depends on whether the exposures are held
onshore in the domestic banking system or offshore. Central bank and central government exposures held onshore in the
domestic banking system qualify as Level 1 liquid assets under criteria 1, but central bank and central government
exposures held offshore are considered to be denominated in a foreign currency under criteria 3.

Strategic Report

offshore, must be risk weighted 20% or lower under the Basel standardised risk weighting methodology to qualify as
Level 1 liquid assets.

2. Local/regional government exposures held onshore and considered by the local regulator to be the same risk as central
government exposures can be considered central government exposures.

4. To qualify as a level 2 liquid asset, the exposure must be risk weighted 20% or lower under the Basel standardised riskweighting methodology.
5. To qualify as a Level 3 liquid asset, an unsecured non-financial corporate debt exposure must satisfy a minimum internal
rating requirement.
On a case-by-case basis, operating entities are permitted to treat other assets as liquid if these assets are realistically assessed
to be liquid under stress. These liquid assets are reported as Other, separately from Level 1, Level 2 and Level 3 liquid assets.

Financial Review

3. Supranationals and multilateral development banks must be 0% risk weighted under the Basel standardised risk-weighting
methodology to qualify as Level 1 liquid assets.

Net cash flow arising from interbank and intragroup loans and deposits

Net cash flow arising from reverse repo, repo, stock borrowing, stock lending and outright short positions (including
intra-Group)
A net cash inflow represents liquid resources in addition to liquid assets because any unencumbered asset held as a
consequence of a reverse repo transaction with a residual contractual maturity within the stressed coverage ratio time period
is not reflected as a liquid asset.
The impact of net cash outflow depends on whether the underlying collateral encumbered as a result will qualify as a liquid
asset when released at the maturity of the repo. The majority of the Groups repo transactions are collateralised by liquid
assets and, as such, any net cash outflow shown is offset by the return of liquid assets, which are excluded from the liquid
asset table above.

Corporate Governance

Under the LFRF, a net cash inflow within three months arising from interbank and intra-Group loans and deposits will give rise
to a lower liquid asset requirement. Conversely, a net cash outflow within three months arising from interbank and intraGroup loans and deposits will give rise to a higher liquid assets requirement.

Liquidity behaviouralisation
Liquidity behaviouralisation is applied to reflect our assessment of the expected period for which we are confident that we will
have access to our liabilities, even under a severe liquidity stress scenario, and the expected period for which we must assume
that we will need to fund our assets. Behaviouralisation is applied when the contractual terms do not reflect the expected
behaviour. Liquidity behaviouralisation is reviewed and approved by local ALCO in compliance with policies set by the RMM.
Our approach to liquidity risk management will often mean different approaches are applied to assets and liabilities. For
example, management may assume a shorter life for liabilities and a longer-term funding requirement for assets. All core
deposits are assumed under the Groups core/non-core and advances to core funding frameworks to have a liquidity
behaviouralised life beyond one year and to represent a homogeneous source of core funding. The behaviouralisation of
assets is far more granular and seeks to differentiate the period for which we must assume that we will need to fund the asset.
Funds transfer pricing
Our funds transfer pricing policies give rise to a two-stage funds transfer pricing approach, reflecting the fact that we
separately manage interest rate risk and liquidity and funding risk under different assumptions. They have been developed to
be consistent with our risk management frameworks. Each operating entity is required to apply the Groups transfer pricing
policy framework to determine for each material currency the most appropriate interest rate risk transfer pricing curve, a
liquidity premium curve (which is the spread over the interest rate risk transfer pricing curve) and a liquidity recharge
assessment (which is the spread under or over the interest rate risk transfer pricing curve).

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Shareholder Information

Where wholesale debt term markets are accessed to raise funding, ALCO is required to establish cumulative rolling threemonth and 12-month debt maturity limits to ensure no concentration of maturities within these timeframes.

Financial Statements

Wholesale debt monitoring

Report of the Directors: Risk (continued)


Appendix to Risk Policies and practices

The interest rate risk transfer pricing policy seeks to ensure that all market interest rate risk arising structurally from nontrading (banking book) assets and liabilities which is capable of being neutralised externally in the market or neutralised
internally by off-setting transfers, is transferred to BSM to be managed centrally as non-trading market risk. For each material
currency each operating entity employs a single interest rate risk transfer pricing curve. The transfer price curve used for this
purpose reflects how BSM in each operating entity is best able to neutralise the interest rate risk in the market at the point of
transfer. Where basis risk can be identified between the re-pricing basis of an external asset or external liability and the repricing basis of the interest rate risk transfer pricing curve, this basis risk may be transferred to BSM provided it can neutralise
the basis risk in the market.
Liquidity and funding risk is transfer priced independently from interest rate risk because the liquidity and funding risk of an
operating entity is transferred to ALCO to be managed centrally. ALCO monitors and manages the advances to core funding
ratio and delegates the management of the liquid asset portfolio and execution of the wholesale term debt funding plan to
BSM. This assists ALCO in ensuring the Groups stressed coverage ratios remain above 100% out to three months.
The liquidity and funding risk transfer price consists of two components:
Liquidity recharge: the cost of holding the benchmark liquid asset (the yield under the transfer price) to meet stressed cash
outflows. The benchmark liquid asset is decided by ALCO and based on the weighted average duration that can be achieved
by investing in level 1 liquid assets, with a residual duration of up to one year.
Liquidity premium: the assessed cost/value of term funding (the yield over the transfer price) to pay for term debt and core
deposits.
The assessed cost of holding liquid assets is allocated to the outflows modelled by the Groups internal stressed coverage ratio
framework.
Liquidity premium is charged to any asset that affects our three-month stressed coverage ratios based on the assessed
behaviouralised liquidity life of the asset, with any asset affecting the Groups advances to core funding metric required to
have a minimum behaviouralised life of at least one year, and the prevailing liquidity premium curve rate set by ALCO and
calibrated in line with Groups calibration principles. Core deposits therefore share equally in the liquidity premiums charged
to the assets they support, after deducting the cost of any term funding.
Repos and stock lending
GB&M provides collateralised security financing services to its clients, providing them with cash financing or specific securities.
When cash is provided to clients against collateral in the form of securities, the cash provided is recognised on the balance
sheet as a reverse repo. When securities are provided to clients against cash collateral the cash received is recognised on the
balance sheet as a repo or, if the securities are equity securities, as stock lending.
Each operating entity manages its collateral through a central collateral pool, in line with the LFRF. When specific securities
need to be delivered and the entity does not have them currently available within the central collateral pool, the securities are
borrowed on a collateralised basis. When securities are borrowed against cash collateral the cash provided is recognised on
the balance sheet as a reverse repo or, if the securities are equity securities, as stock borrowing.
Operating entities may also borrow cash against collateral in the form of securities, using the securities available in the central
collateral pool. Repos and stock lending can be used in this way to fund the cash requirement arising from securities owned
outright by Markets to facilitate client business, and the net cash requirement arising from financing client securities activity.
Reverse repos, stock borrowing, repos and stock lending are reported net when the IFRSs offsetting criteria are met. In some
cases transactions to borrow or lend securities are collateralised using securities. These transactions are off-balance sheet.
Any security accepted as collateral for a reverse repo or stock borrowing transaction must be of very high quality and its value
subject to an appropriate haircut. Securities borrowed under reverse repo or stock borrowing transactions can only be
recognised as part of the liquidity asset buffer for the duration of the transactions and only if the security received is eligible
under the liquid asset policy within the LFRF.
Credit controls are in place to ensure that the fair value of any collateral received remains appropriate to collateralise the cash
or fair value of securities given.

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Collateral is managed on an operating entity basis, consistent with the approach adopted in managing liquidity and funding.
Available collateral held by each operating entity is managed as a single collateral pool. In deciding which collateral to pledge,
each operating entity seeks to optimise the use of the available collateral pool within the confines of the LFRF, irrespective of
whether the collateral pledged is recognised on-balance sheet or was received in respect of reverse repo, stock borrowing or
derivative transactions.
Managing collateral in this manner affects the presentation of asset encumbrance in that we may encumber on-balance sheet
holdings while maintaining available unencumbered off-balance sheet holdings, even though we are not seeking to directly
finance the on-balance sheet holdings pledged.

Strategic Report

The effect of active collateral management

An on-balance sheet encumbered and off-balance sheet unencumbered asset will occur, for example, if we receive a specific
security as a result of a reverse repo/stock borrowing transaction, but finance the cash lent by pledging a generic collateral
basket, even if the security received is eligible for the collateral basket pledged. It will also occur if we receive a generic
collateral basket as a result of a reverse repo transaction but finance the cash lent by pledging specific securities, even if the
securities pledged are eligible for the collateral basket.
Encumbered and unencumbered assets
Definitions of the categories included in the table Analysis of on-balance sheet encumbered and unencumbered assets:

Financial Review

In quantifying the level of encumbrance of negotiable securities, the encumbrance is analysed by individual security. When
a particular security is encumbered and we hold the security both on-balance sheet and off-balance sheet with the right to
repledge, we assume for the purpose of this disclosure that the off-balance sheet holding received from the third party is
encumbered ahead of the on-balance sheet holding.

Assets positioned at central banks (i.e. pre-positioned plus encumbered) are any assets that are eligible for emergency central bank
liquidity/funding or under central bank pre-existing arrangements for funding without further due diligence work required. Any transferable
customer loan that is central bank eligible such as pre-positioned central bank UK mortgages and US mortgages accepted by FHLB and
assets on our balance sheet which have been pledged with central bank as collateral against an existing liability, and as a result are assets
which are unavailable to the bank to secure funding, satisfy collateral needs or be sold to reduce potential future funding requirements.
Unencumbered readily available assets are assets regarded by the bank to be readily available in the normal course of business to secure
funding, meet collateral needs, or be sold to reduce potential future funding requirements, and are not subject to any restrictions on their
use for these purposes.
Unencumbered other assets capable of being encumbered are assets where there are no restrictions on their use to secure funding, meet
collateral needs, or be sold to reduce potential future funding requirements, but they are not readily realisable in the normal course of
business in their current form.
Unencumbered reverse repo/stock borrowing receivables and derivative assets are assets related specifically to reverse repo, stock
borrowing and derivative transactions. They are shown separately as these on-balance sheet assets cannot be pledged but often give rise to
the receipt of non-cash assets which are not recognised on the balance sheet, and can additionally be used to raise secured funding, meet
additional collateral requirements or be sold.
Unencumbered cannot be encumbered are assets that have not been pledged and which we have assessed could not be pledged and
therefore could not be used to secure funding, meet collateral needs, or be sold to reduce potential future funding requirements. An
example is assets held by the Groups insurance subsidiaries that back liabilities to policyholders and support the solvency of these entities.
Historically, the Group has not recognised any contingent liquidity value for assets other than those assets defined under the LFRF as being
liquid assets, and any other negotiable instruments that under stress are assumed to be realisable after three months, even though they may
currently be realisable. This approach has generally been driven by our risk appetite not to place any reliance on central banks. In a few cases,
we have recognised the contingent value of discrete pools of assets, but the amounts involved are insignificant. As a result, we have reported
the majority of our loans and advances to customers and banks in the category Other realisable assets as management would need to
perform additional actions in order to make the assets transferable and readily realisable.

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Financial Statements

Assets encumbered as a result of transactions with counterparties other than central banks Other are assets on our balance sheet (other
than covered bonds and securitisation above) which have been pledged with a counterparty which is not central bank as a collateral against
an existing liability, and as a result are assets which are unavailable to the bank to secure funding, satisfy collateral needs or be sold to
reduce potential future funding requirements. Examples include assets pledged for sale and repurchase and stock lending transactions and
certain property assets.

Shareholder Information

Assets encumbered as a result of transactions with counterparties other than central banks as a result of securitisation are any assets on our
balance sheet pledged against securitisations with a counterparty which is not central bank including asset-backed commercial paper, CDOs,
residential mortgage-backed securities, or structured investment vehicles paper and as a result the assets are unavailable to the bank to
secure funding, satisfy collateral needs or be sold to reduce potential future funding requirements.

Corporate Governance

Assets encumbered as a result of transactions with counterparties other than central banks as a result of covered bonds are any assets on
our balance sheet pledged against our covered bonds issuance with a counterparty which is not central bank and as a result the assets are
unavailable to the bank to secure funding, satisfy collateral needs or be sold to reduce potential future funding requirements.

Report of the Directors: Risk (continued)


Appendix to Risk Policies and practices

Additional information
The amount of assets pledged to secure liabilities reported in Note 18 on the Financial Statements may be greater than the
book value of assets reported as being encumbered in the table on page 163. Examples of where such differences occur are:
ABSs and covered bonds, where the amount of liabilities issued plus the required mandatory over-collateralisation is lower
than the book value of assets pledged to the pool. Any difference is categorised in the table above as Unencumbered
readily realisable assets;
negotiable securities held by custodians or settlement agents, where a floating charge has been given over the entire
holding to secure intra-day settlement liabilities, are only reported as encumbered to the extent that we have a liability to
the custodian or settlement agent at the reporting date, with the balance reported as Unencumbered readily realisable
assets; and
assets pre-positioned with central banks or government agencies are only reported as encumbered to the extent that we
have secured funding with the collateral. The unutilised pre-positioned collateral is reported as Unencumbered readily
realisable assets.
Securities reflected on the balance sheet that are pledged as collateral against an existing liability or lent are reflected as
encumbered for the duration of the transaction. When securities are received as collateral or borrowed, and when we have
the right to sell or re-pledge these securities, they are reflected as available and unencumbered for the duration of the
transaction, unless re-pledged or sold. Further analysis regarding the encumbrance of securities resulting from repos and stock
lending and available unencumbered assets arising from reverse repos and stock borrowing is provided under the heading
Encumbered and unencumbered assets on page 162.
In the normal course of business we do not seek to utilise repo financing as a source of funding to finance customer assets,
beyond the collateralised security financing activities within Markets described above.
The original contractual maturity of reverse repo, stock borrowing, repo and stock lending is short term with the vast majority
of transactions being for less than 90 days.
Management of cross-currency liquidity and funding risk
Our liquidity and funding risk framework also considers the ability of each entity to continue to access foreign exchange
markets under stress when a surplus in one currency is used to meet a deficit in another currency, for example, by the use of
the foreign currency swap markets. Where appropriate, operating entities are required to monitor stressed coverage ratios
and advances to core funding ratios for non-local currencies.
HSBC Holdings
HSBC Holdings primary sources of cash are dividends received from subsidiaries, interest on and repayment of intra-group
loans and securities with interest earned on its own liquid funds. HSBC Holdings also raises ancillary funds in the debt capital
markets through subordinated and senior debt issuance. Cash is primarily used for the provision of capital and TLAC funding to
subsidiaries, interest payments to debt holders and dividend payments to shareholders.
HSBC Holdings is also subject to contingent liquidity risk by virtue of credit-related commitments and guarantees and similar
contracts issued. Such commitments and guarantees are only issued after due consideration of HSBC Holdings ability to
finance the commitments and guarantees and the likelihood of the need arising.
HSBC Holdings actively manages the cash flows from its subsidiaries to optimise the amount of cash held at the holding
company level. The ability of subsidiaries to pay dividends or advance monies to HSBC Holdings depends on, among other
things, their respective local regulatory capital and banking requirements, exchange controls, statutory reserves, and financial
and operating performance. During 2015, none of the Groups subsidiaries experienced significant restrictions on paying
dividends or repaying loans and advances. Also, there are no foreseen restrictions envisaged by our subsidiaries on paying
dividends or repaying loans and advances, with the exception of HSBC North America Holdings Inc. None of the subsidiaries
which are excluded from our regulatory consolidation has capital resources below its minimum regulatory requirement.

Market risk
Market risk is the risk that movements in market factors, such as foreign exchange rates, interest rates, credit spreads, equity
prices and commodity prices, will reduce our income or the value of our portfolios.

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The diagram below summarises the main business areas where trading and non-trading market risks reside and the market risk
measures used to monitor and limit exposures.
Trading risk

Risk types

Foreign exchange and commodities


Interest rates
Credit spreads
Equities

Global businesses

GB&M, including BSM

Risk measure

VaR | Sensitivity | Stress testing

Non-trading risk
Structural foreign exchange
Interest rates1
Credit spreads
GB&M, incl BSM

GPB

CMB

Strategic Report

Market risk in global businesses

RBWM

VaR | Sensitivity | Stress testing

Where appropriate, we apply similar risk management policies and measurement techniques to both trading and non-trading
portfolios. Our objective is to manage and control market risk exposures in order to optimise return on risk while maintaining
a market profile consistent with our status as one of the worlds largest banking and financial services organisations.
The nature of the hedging and risk mitigation strategies performed across the Group corresponds to the market risk
management instruments available within each operating jurisdiction. These strategies range from the use of traditional
market instruments, such as interest rate swaps, to more sophisticated hedging strategies to address a combination of risk
factors arising at portfolio level.

Financial Review

1 The interest rate risk on the fixed-rate securities issued by HSBC Holdings is not included in the Group VaR. The management of this risk is described on
page 171.

Market risk governance

Chairman/CEO

Risk Management Meeting


of the GMB

Group Traded Risk

Specific measures

Entity Risk
Management Committee

Principal Office Manager

Business/Desk/Trader

The management of market risk is principally undertaken in GB&M, where 94% of the
total value at risk of HSBC (excluding insurance) and almost all trading VaR resides,
using risk limits approved by the GMB. VaR limits are set for portfolios, products and
risk types, with market liquidity being a primary factor in determining the level of
limits set.
Global Risk is responsible for setting market risk management policies and
measurement techniques. Each major operating entity has an independent market
risk management and control sub-function which is responsible for measuring market
risk exposures in accordance with the policies defined by Global Risk, and monitoring
and reporting these exposures against the prescribed limits on a daily basis. The
market risk limits are governed according to the framework illustrated to the left.
Each operating entity is required to assess the market risks arising on each product in
its business and to transfer them to either its local GB&M unit for management, or to
separate books managed under the supervision of the local ALCO.
Our aim is to ensure that all market risks are consolidated within operations that
have the necessary skills, tools, management and governance to manage them. In
certain cases where the market risks cannot be fully transferred, we identify the
effect of varying scenarios on valuations or on net interest income resulting from any
residual risk positions. Further details on the control and management process
for residual risks are provided on page 212.

Model risk is governed through Model Oversight Committees (MOCs) at the regional and global Wholesale Credit and Market
Risk levels. They have direct oversight and approval responsibility for all traded risk models utilised for risk measurement and
management and stress testing. The MOCs prioritise the development of models, methodologies and practices used for traded
risk management within the Group and ensure that they remain within our risk appetite and business plans. The Markets
MOC reports into the Group MOC, which oversees all model risk types at Group level. Group MOC informs the RMM about
material issues at least on a bi-annual basis. The RMM is the Groups Designated Committee according to regulatory rules and
has delegated day-to-day governance of all traded risk models to the Markets MOC.
Our control of market risk in the trading and non-trading portfolios is based on a policy of restricting individual operations to
trading within a list of permissible instruments authorised for each site by Global Risk, of enforcing new product approval

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Financial Statements

General measures

HSBC Holdings Board

Shareholder Information

Market risk is managed and controlled through limits approved by the RMM for HSBC Holdings and our various global
businesses. These limits are allocated across business lines and to the Groups legal entities.

Corporate Governance

(Audited)

Report of the Directors: Risk (continued)


Appendix to Risk Policies and practices

procedures, and of restricting trading in the more complex derivative products only to offices with appropriate levels of
product expertise and robust control systems.
Market risk measures
Monitoring and limiting market risk exposures
Our objective is to manage and control market risk exposures while maintaining a market profile consistent with our risk
appetite.
We use a range of tools to monitor and limit market risk exposures including sensitivity analysis, value at risk and stress
testing.
Sensitivity analysis
Sensitivity analysis measures the impact of individual market factor movements on specific instruments or portfolios, including
interest rates, foreign exchange rates and equity prices, such as the effect of a one basis point change in yield. We use
sensitivity measures to monitor the market risk positions within each risk type. Sensitivity limits are set for portfolios, products
and risk types, with the depth of the market being one of the principal factors in determining the level of limits set.
Value at risk
(Audited)

Value at risk (VaR) is a technique that estimates the potential losses on risk positions as a result of movements in market
rates and prices over a specified time horizon and to a given level of confidence. The use of VaR is integrated into market risk
management and is calculated for all trading positions regardless of how we capitalise those exposures. Where there is not an
approved internal model, we use the appropriate local rules to capitalise exposures.
In addition, we calculate VaR for non-trading portfolios to have a complete picture of risk. Our models are predominantly
based on historical simulation. VaR is calculated at a 99% confidence level for a one-day holding period. Where we do not
calculate VaR explicitly, we use alternative tools as summarised in the Market Risk Stress Testing table on page 213.
Our VaR models derive plausible future scenarios from past series of recorded market rates and prices, taking into account
inter-relationships between different markets and rates such as interest rates and foreign exchange rates. The models also
incorporate the effect of option features on the underlying exposures.
The historical simulation models used incorporate the following features:
historical market rates and prices are calculated with reference to foreign exchange rates and commodity prices, interest
rates, equity prices and the associated volatilities;
potential market movements utilised for VaR are calculated with reference to data from the past two years; and
VaR measures are calculated to a 99% confidence level and use a one-day holding period.
The nature of the VaR models means that an increase in observed market volatility will lead to an increase in VaR without any
changes in the underlying positions.
We are committed to the ongoing development of our in-house risk models.
VaR model limitations
Although a valuable guide to risk, VaR should always be viewed in the context of its limitations. For example:
the use of historical data as a proxy for estimating future events may not encompass all potential events, particularly those
which are extreme in nature;
the use of a holding period assumes that all positions can be liquidated or the risks offset during that period. This may not
fully reflect the market risk arising at times of severe illiquidity, when the holding period may be insufficient to liquidate or
hedge all positions fully;
the use of a 99% confidence level, by definition, does not take into account losses that might occur beyond this level of
confidence;
VaR is calculated on the basis of exposures outstanding at the close of business and therefore does not necessarily reflect
intra-day exposures; and
VaR is unlikely to reflect loss potential on exposures that only arise under conditions of significant market movement.
Risk not in VaR framework
Our VaR model is designed to capture significant basis risks such as CDS versus bond, asset swap spreads and cross-currency
basis. Other basis risks which are not completely covered in VaR, such as the Libor tenor basis, are complemented by our risk
not in VaR (RNIV) calculations, and are integrated into our capital framework.

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Risks covered by RNIV represented 19% of market risk RWAs for models with regulatory approval and included those resulting
from underlying risk factors which are not observable on a daily basis across asset classes and products, such as dividend risk
and implied correlation risks.
Risk factors are reviewed on a regular basis and either incorporated directly in the VaR models, where possible, or quantified
through the VaR-based RNIV approach or a stress test approach within the RNIV framework. The severity of the scenarios is
calibrated to be in line with the capital adequacy requirements. The outcome of the VaR-based RNIV is included in the VaR
calculation and back-testing; a stressed VaR RNIV is also computed for the risk factors considered in the VaR-based RNIV
approach.

Strategic Report

The RNIV framework therefore aims to capture and capitalise material market risks that are not adequately covered in the VaR
model. An example of this is Libor-overnight index swap basis risk for minor currencies. In such instances the RNIV framework
uses stress tests to quantify the capital requirement. On average in 2015, the capital requirement derived from these stress
tests represented 2.3% of the total internal model-based market risk requirement.

The fair values of Level 3 assets and liabilities in trading portfolios are disclosed on page 382, and represent only a small
proportion of the overall trading portfolio. Market risk arising from Level 3 instruments is managed by various market risk
techniques such as stress testing and notional limits. The table on page 384 shows the movement in Level 3 financial
instruments.
Stress testing
Stress testing is an important procedure that is integrated into our market risk management tool to evaluate the potential
impact on portfolio values of more extreme, although plausible, events or movements in a set of financial variables. In such
scenarios, losses can be much greater than those predicted by VaR modelling.

Financial Review

Level 3 assets

Market Risk Stress Testing


Sensitivities
Impact of a single risk factor
e.g. break of a currency peg

Technical
Impact of the largest move
in each risk factor without
consideration of any underlying
market correlation

Hypothetical
Impact of potential
macroeconomic events, e.g.
slowdown in mainland China

Historical
Scenarios that incorporate
historical observations of
market movements e.g. Black
Monday (in 1987) for equities

Reverse
Stress
Testing

Corporate Governance

Stress testing is implemented at legal entity, regional and overall Group levels. A standard set of scenarios is utilised
consistently across all regions within the Group. Scenarios are tailored to capture the relevant events or market movements
at each level. The risk appetite around potential stress losses for the Group is set and monitored against referral limits.

Trading portfolios
Volcker Rule
In 2013, US regulators finalised the Volcker Rule. Section 619 of the Dodd-Frank Wall Street Reform and Consumer Protection
Act and its final implementing rules (collectively referred to as the Volcker Rule) imposes broad restrictions on HSBCs ability
to engage in proprietary trading or to own, sponsor, or have certain relationships with hedge funds, private equity funds, and
certain other collective investment vehicles (broadly defined as covered funds). These restrictions are subject to a number of
exemptions or exclusions, including market making, underwriting and risk-mitigating hedging, organising covered funds for
customers and issuers of asset-backed securities, and underwriting or market making in covered fund interests.
The Volcker Rule broadly went into effect on 22 July 2015, with the exception of certain legacy fund activities that are able to
rely on an extension of the conformance date.
HSBC has implemented a programme to comply with the Volcker Rule, including policies and procedures, internal controls,
corporate governance, independent testing, training, and record keeping and, eventually, calculation and reporting of
quantitative metrics for certain trading activities.
HSBC has completed training for all affected front office and control personnel, has conformance plans for those covered funds
to which the extension applies, and believes that it is compliant in all material respects with the Volcker Rule.

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Shareholder Information

Stressed VaR and stress testing, together with reverse stress testing and the management of gap risk, provide management
with insights regarding the tail risk beyond VaR for which HSBCs appetite is limited.

Financial Statements

Market risk reverse stress tests are undertaken on the premise that there is a fixed loss. The stress testing process identifies
which scenarios lead to this loss. The rationale behind the reverse stress test is to understand scenarios which are beyond
normal business settings that could have contagion and systemic implications.

Report of the Directors: Risk (continued)


Appendix to Risk Policies and practices

Back-testing
We routinely validate the accuracy of our VaR models by back-testing them against both actual, which replaced clean profit
and loss from 1 August 2015, and hypothetical profit and loss against the corresponding VaR numbers. Hypothetical profit and
loss excludes non-modelled items such as fees, commissions and revenues of intra-day transactions.
We would expect on average to see two or three profits and two or three losses in excess of VaR at the 99% confidence level
over a one-year period. The actual number of profits or losses in excess of VaR over this period can therefore be used to gauge
how well the models are performing.
We back-test our Group VaR at various levels which reflect a full legal entity scope of HSBC, including entities that do not have
local permission to use VaR for regulatory purposes.
Gap risk
Certain products, such as non-recourse margin loans, are not exposed to small day-to-day moves in market rates or prices, but
are exposed large discontinuous moves. Such movements may occur, for example, when, in reaction to an adverse event or
unexpected news announcement, some parts of the market move far beyond their normal volatility range and become
temporarily illiquid. Products which exhibit exposure only to large discontinuous moves (gap risk) are not well captured by VaR
measures or traditional market risk sensitivity measures. HSBC has implemented additional stress measurement and controls
over such products.
In 2015, gap risk exposure was primarily due to non-recourse loan transactions, mostly for corporate clients, where the
collateral against the loan is limited to the posted assets. Upon occurrence of a gap event, the value of the collateral could fall
below the outstanding loan amount.
We did not incur any notable gap loss in 2015.
De-peg risk
For certain currencies (pegged or managed) the spot exchange rate is pegged at a fixed-rate (typically to US dollars or euros),
or managed within a predefined band around a pegged rate. De-peg risk is the risk of the peg or managed band changing or
being abolished, and moving to a floating regime.
HSBC has extensive experience in managing fixed and managed currency regimes. Using stressed scenarios on spot rates, we
are able to analyse how de-peg events would affect the positions held by HSBC. We monitor such scenarios to pegged or
managed currencies, such as the Hong Kong dollar, renminbi and Middle Eastern currencies, and limit any potential losses that
would occur. This historical VaR measures, which may not fully capture the risk involved in holding positions in pegged or
managed currencies, as such currencies may not have experienced a de-peg event during the historical timeframe being
considered.
ABS/MBS exposures
The ABS/MBS (asset and mortgage-backed securities) exposures within the trading portfolios are managed within sensitivity
and VaR limits as described on page 167, and are included within the stress testing scenarios described above.
Non-trading portfolios
(Audited)

Most of the Groups non-trading VaR relates to Balance Sheet Management (BSM) or local treasury management functions.
Contributions to Group non-trading VaR are driven by interest rates and credit spread risks arising from all global businesses.
There is no commodity market risk in the non-trading portfolios.
Non-trading VaR also includes the interest rate risk of non-trading financial instruments held by the global businesses and
transferred into portfolios managed by BSM or local treasuries. In measuring, monitoring and managing risk in our non-trading
portfolios, VaR is just one of the tools used. The management of interest rate risk in the banking book is described further in
Non-trading interest rate risk below, including the role of BSM.
Non-trading VaR excludes equity risk on available-for-sale securities, structural foreign exchange risk, and interest rate risk on
fixed-rate securities issued by HSBC Holdings, the scope and management of which are described in the relevant sections
below.
Our control of market risk in the non-trading portfolios is based on transferring the assessed market risk of non-trading assets
and liabilities created outside BSM or Markets, to the books managed by BSM, provided the market risk can be neutralised.
The net exposure is typically managed by BSM through the use of fixed-rate government bonds (liquid assets held in availablefor-sale books) and interest rate swaps. The interest rate risk arising from fixed-rate government bonds held within availablefor-sale portfolios is reflected within the Groups non-traded VaR. Interest rate swaps used by BSM are typically classified as
either a fair value hedge or a cash flow hedge and are included within the Groups non-traded VaR. Any market risk that
cannot be neutralised in the market is managed by local ALCOs in segregated ALCO books.

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Potential new commitments are subject to risk appraisal to ensure that industry and geographical concentrations remain
within acceptable levels for the portfolio. Regular reviews are performed to substantiate the valuation of the investments
within the portfolio and investments held to facilitate ongoing business, such as holdings in government-sponsored enterprises
and local stock exchanges.
Structural foreign exchange exposures
Structural foreign exchange exposures represent net investments in subsidiaries, branches and associates, the functional
currencies of which are currencies other than the US dollar. An entitys functional currency is that of the primary economic
environment in which the entity operates.

Strategic Report

Equity securities classified as available for sale

We hedge structural foreign exchange exposures only in limited circumstances. Our structural foreign exchange exposures are
managed with the primary objective of ensuring, where practical, that our consolidated capital ratios and the capital ratios
of individual banking subsidiaries are largely protected from the effect of changes in exchange rates. This is usually achieved
by ensuring that, for each subsidiary bank, the ratio of structural exposures in a given currency to RWAs denominated in that
currency is broadly equal to the capital ratio of the subsidiary in question.
We may also transact hedges where a currency in which we have structural exposures is considered likely to revalue adversely,
and it is possible in practice to transact a hedge. Any hedging is undertaken using forward foreign exchange contracts which
are accounted for under IFRSs as hedges of a net investment in a foreign operation, or by financing with borrowings in the
same currencies as the functional currencies involved. We evaluate residual structural foreign exchange exposures using an
expected shortfall method.

Financial Review

Exchange differences on structural exposures are recognised in Other comprehensive income. We use the US dollar as our
presentation currency in our consolidated financial statements because the US dollar and currencies linked to it form the
major currency bloc in which we transact and fund our business. Our consolidated balance sheet is, therefore, affected by
exchange differences between the US dollar and all the non-US dollar functional currencies of underlying subsidiaries.

Non-trading book interest rate risk arises principally from mismatches between the future yield on assets and their funding
cost, as a result of interest rate changes. Analysis of this risk is complicated by making assumptions on embedded optionality
within certain product areas such as the incidence of mortgage prepayments, and from behavioural assumptions regarding the
economic duration of liabilities which are contractually repayable on demand such as current accounts, and the re-pricing
behaviour of managed rate products. These assumptions around behavioural features are captured in our interest rate risk
behaviouralisation framework, which is described below.
We aim, through our management of market risk in non-trading portfolios, to mitigate the effect of prospective interest rate
movements which could reduce future net interest income, while balancing the cost of such hedging activities on the current
net revenue stream.

Corporate Governance

Non-trading interest rate risk

Our funds transfer pricing policies give rise to a two stage funds transfer pricing approach. For details see page 207.

Unlike liquidity risk, which is assessed on the basis of a very severe stress scenario, non-trading interest rate risk is
assessed and managed according to business-as-usual conditions. In many cases the contractual profile of non-trading
assets/liabilities arising from assets/liabilities created outside Markets or BSM does not reflect the behaviour observed.
Behaviouralisation is therefore used to assess the market interest rate risk of non-trading assets/liabilities and this assessed
market risk is transferred to BSM, in accordance with the rules governing the transfer of interest rate risk from the global
businesses to BSM.
Behaviouralisation is applied in three key areas:

Financial Statements

Interest rate risk behaviouralisation

the assessed re-pricing frequency of managed rate balances;


the assessed duration of non-interest bearing balances, typically capital and current accounts; and
Interest rate behaviouralisation policies have to be formulated in line with the Groups behaviouralisation policies and
approved at least annually by local ALCOs and regional ALCMs, in conjunction with local, regional and Group market risk
monitoring teams.
The extent to which balances can be behaviouralised is driven by:
the amount of the current balance that can be assessed as stable under business-as-usual conditions; and
for managed rate balances, the historical market interest rate re-pricing behaviour observed; or

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215

Shareholder Information

the base case expected prepayment behaviour or pipeline take-up rate for fixed-rate balances with embedded optionality.

Report of the Directors: Risk (continued)


Appendix to Risk Policies and practices

for non-interest bearing balances, the duration for which the balance is expected to remain under business-as-usual
conditions. This assessment is often driven by the re-investment tenors available to BSM to neutralise the risk through the
use of fixed-rate government bonds or interest rate derivatives, and for derivatives the availability of cash flow hedging
capacity.
Balance Sheet Management
Effective governance across BSM is supported by the dual reporting lines it has to the CEO of GB&M and to the Group
Treasurer. In each operating entity, BSM is responsible for managing liquidity and funding under the supervision of the local
ALCO (which usually meets on a monthly basis). It also manages the non-trading interest rate positions transferred to it within
a Markets limit structure.
In executing the management of the liquidity risk on behalf of ALCO, and managing the non-trading interest rate positions
transferred to it, BSM invests in highly-rated liquid assets in line with the Groups liquid asset policy. The majority of the
liquidity is invested in central bank deposits and government, supranational and agency securities with most of the remainder
held in short-term interbank and central bank loans.
Withdrawable central bank deposits are accounted for as cash balances. Interbank loans, statutory central bank reserves and
loans to central banks are accounted for as loans and advances to banks. BSMs holdings of securities are accounted for as
available-for-sale or, to a lesser extent, held-to-maturity assets.
Statutory central bank reserves are not recognised as liquid assets. The statutory reserves that would be released in line with the
Groups stressed customer deposit outflow assumptions are reflected as stressed inflows.
BSM is permitted to use derivatives as part of its mandate to manage interest rate risk. Derivative activity is predominantly
through the use of vanilla interest rate swaps which are part of cash flow hedging and fair value hedging relationships.
Credit risk in BSM is predominantly limited to short-term bank exposure created by interbank lending, exposure to central
banks and high quality sovereigns, supranationals or agencies which constitute the majority of BSMs liquidity portfolio. BSM
does not manage the structural credit risk of any Group entity balance sheets.
BSM is permitted to enter into single name and index credit derivatives activity, but it does so to manage credit risk on the
exposure specific to its securities portfolio in limited circumstances only. The risk limits are extremely limited and closely
monitored. At 31 December 2015, BSM had no open credit derivative index risk.
VaR is calculated on both trading and non-trading positions held in BSM. It is calculated by applying the same methodology
used for the Markets business and utilised as a tool for market risk control purposes.
BSM holds trading portfolio instruments in only very limited circumstances. Positions and the associated VaR were not
significant during 2015.
Sensitivity of net interest income
A principal part of our management of market risk in non-trading portfolios is to monitor the sensitivity of expected net
interest income under varying interest rate scenarios (simulation modelling). This monitoring is undertaken at an entity level
by local ALCOs.
Entities apply a combination of scenarios and assumptions relevant to their local businesses, and standard scenarios which are
required throughout HSBC. The latter are consolidated to illustrate the combined pro forma effect on our consolidated net
interest income.
Projected net interest income sensitivity figures represent the effect of the pro forma movements in net interest income based
on the projected yield curve scenarios and the Groups current interest rate risk profile. This effect, however, does not incorporate
actions which would probably be taken by BSM or in the business units to mitigate the effect of interest rate risk. In reality,
BSM seeks proactively to change the interest rate risk profile to minimise losses and optimise net revenues. The net interest
income sensitivity calculations assume that interest rates of all maturities move by the same amount in the up-shock scenario.
Rates are not assumed to become negative in the down-shock scenario which may, in certain currencies, effectively result
in non-parallel shock. In addition, the net interest income sensitivity calculations take account of the effect on net interest
income of anticipated differences in changes between interbank interest rates and interest rates over which the entity has
discretion in terms of the timing and extent of rate changes.
Defined benefit pension schemes
Market risk arises within our defined benefit pension schemes to the extent that the obligations of the schemes are not fully
matched by assets with determinable cash flows. See Pension risk on page 225 for additional information.
HSBC Holdings
As a financial services holding company, HSBC Holdings has limited market risk activity. Its activities predominantly involve
maintaining sufficient capital resources to support the Groups diverse activities; allocating these capital resources across our
businesses; earning dividend and interest income on its investments in our businesses; providing dividend payments to its

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The main market risks to which HSBC Holdings is exposed are non-trading interest rate risk and foreign currency risk. Exposure
to these risks arises from short-term cash balances, funding positions held, loans to subsidiaries, investments in long-term
financial assets and financial liabilities including debt capital issued. The objective of HSBC Holdings market risk management
strategy is to reduce exposure to these risks and minimise volatility in capital resources, cash flows and distributable reserves.
Market risk for HSBC Holdings is monitored by HSBC Holdings ALCO in accordance with its risk appetite statement.
HSBC Holdings uses interest rate swaps and cross currency interest rate swaps to manage the interest rate risk and foreign
currency risk arising from its long-term debt issues.

Strategic Report

equity shareholders and interest payments to providers of debt capital; and maintaining a supply of short-term capital
resources for deployment under extraordinary circumstances. It does not take proprietary trading positions.

Operational risk

Operational risk is organised as a specific risk discipline within Global Risk, and a formal governance structure provides
oversight over its management. The Global Operational Risk sub-function supports the Group Chief Risk Officer and the Global
Operational Risk Committee. It is responsible for establishing and maintaining the Operational Risk Management Framework
(ORMF) and monitoring the level of operational losses and the effectiveness of the control environment. It is also responsible
for operational risk reporting at Group level, including the preparation of reports for consideration by the RMM and the Group
Risk Committee. The Global Operational Risk Committee meets at least quarterly to discuss key risk issues and review the
effective implementation of the ORMF.

Financial Review

The objective of our operational risk management is to manage and control operational risk in a cost effective manner within
targeted levels of operational risk consistent with our risk appetite, as defined by the GMB.

Business managers throughout the Group are responsible for maintaining an acceptable level of internal control commensurate
with the scale and nature of operations, and for identifying and assessing risks, designing controls and monitoring the
effectiveness of these controls. The ORMF helps managers to fulfil these responsibilities by defining a standard risk assessment
methodology and providing a tool for the systematic reporting of operational loss data.
A centralised database is used to record the results of the operational risk management process. Operational risk and control
self-assessments are input and maintained by business units. Business and functional management and business risk and
control managers monitor the progress of documented action plans to address shortcomings. To ensure that operational risk
losses are consistently reported and monitored at Group level, all Group companies are required to report individual losses
when the net loss is expected to exceed $10,000, and to aggregate all other operational risk losses under $10,000. Losses are
entered into the Group Operational Risk database and are reported to the RMM on a monthly basis.

Corporate Governance

The ORMF defines minimum standards and processes and the governance structure for the management of operational risk
and internal control in our geographical regions, global businesses and global functions. The ORMF has been codified in a high
level standards manual supplemented with detailed policies which describes our approach to identifying, assessing, monitoring
and controlling operational risk and gives guidance on mitigating action to be taken when weaknesses are identified.

For further details, see the Pillar 3 Disclosures 2015 report.

Compliance risk falls within the definition of operational risk. All Group companies are required to observe the letter and spirit
of all relevant laws, codes, rules, regulations and standards of good market practice. These rules, regulations, Group policies
and formal standards include those relating to AML, counter-terrorist and proliferation financing, sanctions compliance, antibribery and corruption, conduct of business and other regulations.
The two Compliance sub-functions: Financial Crime Compliance (FCC) and Regulatory Compliance (RC), are appropriately
supported by a shared Compliance Operating Office and Reputational Risk Management teams. The Global Head of Financial
Crime Compliance and the Global Head of Regulatory Compliance both report to the Group Chief Risk Officer.

Financial Statements

Compliance risk

Global policies and procedures require the prompt identification and escalation to Financial Crime Compliance or Regulatory
Compliance of all actual or suspected breaches of any law, rule, regulation, policy or other relevant requirement. Reportable
events are reported to the relevant Risk Management Committees and those of Group significance are escalated to the RMM,
the Group Risk Committee and the Board, as appropriate. They are disclosed in the Annual Report and Accounts and Interim
Report, as appropriate.
We published a new Global Conduct Policy in 2015 (following the approval and implementation of the global conduct approach
and framework in 2014) for the management of conduct designed to ensure that we meet our strategic commitment to deliver
fair outcomes for our customers, and not to disrupt the orderly and transparent operation of financial markets. It defines

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Shareholder Information

There are compliance teams in each of the countries where we operate and in all global businesses. These compliance teams
are principally overseen by Heads of Financial Crime Compliance and Regulatory Compliance located in Europe, the US,
Canada, Latin America, Asia and the Middle East and North Africa. The effectiveness of the regional and global business
compliance teams are reviewed by the respective FCC and RC Assurance teams.

Report of the Directors: Risk (continued)


Appendix to Risk Policies and practices

responsibilities and ensures that business activity and decisions are underpinned by a robust consideration and management
of associated risks supporting delivery of the required fair outcomes for customers and maintenance of market integrity. Our
focus on compliance and conduct issues is further reinforced by the Financial System Vulnerabilities Committee, which reports
to the Board on matters relating to financial crime and financial system abuse and provides a forward-looking perspective on
financial crime risk. In addition, the Conduct & Values Committee reports to the Board on matters relating to delivery of the
required global conduct outcomes for customers and the orderly and transparent operation of financial markets, together with
adherence to HSBCs Values.
Legal risk
Each legal department is required to have processes and procedures in place to manage legal risk that conform to Group
standards.
Legal risk falls within the definition of operational risk and includes:
contractual risk, which is the risk of a member of HSBC suffering financial loss, legal or regulatory action or reputational
damage because its rights and/or obligations under a contract to which it is a party are technically defective;
dispute adjudication risk, which is the risk of a member of HSBC suffering financial loss or reputational damage due to
an adverse dispute environment or a failure to take appropriate steps to defend, prosecute and/or resolve actual or
threatened legal claims brought against or by a Group member, including for the avoidance of doubt, regulatory matters;
legislative risk, which is the risk that a Group member fails to or is unable to identify, analyse, track, assess or correctly
interpret applicable legislation, case law or regulation, or new regulatory, legislative or doctrinal interpretations of existing
laws or regulations, or decisions in the Courts or regulatory bodies; and
non-contractual rights risk, which is the risk that a Group members assets are not properly owned or protected or are
infringed by others, or a Group member infringes another partys rights.
There are legal departments in 47 of the countries in which we operate. In addition to the Group Legal function, there are
regional legal sub-functions in each of Europe, North America, Latin America, the Middle East and North Africa and Asia
headed by Regional General Counsels, and a Global General Counsel responsible for each of the global businesses.
Global security and fraud risk
Security and fraud risk issues are managed at Group level by Global Security and Fraud Risk. This unit, which has responsibility
for information, fraud, contingency, financial intelligence, physical and geopolitical risks is fully integrated within the central
Global Risk function. This enables management to identify and mitigate the permutations of these and other non-financial risks
to its business lines across the jurisdictions in which we operate.
The Information Security Risk sub-function is responsible for defining the strategy and policy by which the organisation
protects its information assets and services from compromise, corruption or loss, whether caused deliberately or
inadvertently by internal or external parties. It provides independent advice, guidance and oversight to the business about
the effectiveness of information security controls and practices in place or being proposed.
The Fraud Risk sub-function is responsible for ensuring that effective prevention, detection and investigation measures are
in place against all forms of fraudulent activity, whether initiated internally or externally, and is available to support any
part of the business. To achieve that and to attain the level of integration needed to face the threat, the management of all
types of fraud (e.g. card fraud, non-card fraud and internal fraud, including investigations) is established within one
management structure and is part of the Global Risk function. We use technology extensively to prevent and detect fraud.
For example, customers credit and debit card spending is monitored continuously and suspicious transactions are
highlighted for verification, internet banking sessions are reviewed and transactions monitored in a similar way and all new
account applications are screened for fraud. We have a fraud systems strategy which is designed to provide minimum
standards and allow easier sharing of best practices to detect fraud and minimise false alerts. We have developed a holistic
and effective anti-fraud strategy which, in addition to the use of advanced technology, includes fraud prevention policies
and practices, the implementation of strong internal controls, investigations response teams and liaison with law
enforcement where appropriate.
The Contingency Risk sub-function is responsible for ensuring that the groups critical systems, processes and functions
have the resilience to maintain continuity in the face of major disruptive events. Within this wider risk, business continuity
management covers the pre-planning for recovery, seeking to minimise the adverse effects of major business disruption,
either globally, regionally or within country, against a range of actual or emerging risks. The pre-planning concentrates on
the protection of customer services, our staff, revenue generation, the integrity of data and documents and meeting
regulatory requirements. Each business has its own recovery plan, which is developed following the completion of a
business impact analysis. This determines how much time the business could sustain an outage before the level of losses
becomes unacceptable, i.e. its criticality. These plans are reviewed and tested every year. The planning is undertaken
against Group policy and standards and each business confirms in an annual compliance certificate that all have been met.
Should there be exceptions, these are raised and their short-term resolution is overseen by Group and regional business

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The Financial Intelligence Unit is jointly administered by Security and Fraud Risk and Financial Crime Compliance. It uses
advanced analytics and subject matter expertise to detect indicators of financial crime in the Groups clients and counterparties.

Strategic Report

continuity teams. It is important that plans are dynamic and meet all risks, particularly those of an emerging nature such as
possible pandemics and cyber attacks. The ORMF is used to measure our resilience to these risks, and is confirmed to Group
and regional risk committees. Resilience is managed through various risk mitigation measures. These include agreeing with
IT acceptable recovery times of systems, ensuring our critical buildings have the correct infrastructure to enable ongoing
operations, requiring critical vendors to have their own recovery plans and arranging with Group Insurance appropriate
cover for business interruption costs.

The Geopolitical Risk Unit provides both regular and ad hoc reporting to business executives and senior security and fraud
risk management on geopolitical risk profiles and evolving threats in countries in which the Group operates. This both
enhances strategic business planning and provides an early view into developing security risks. Security travel controls and
guidance are also maintained.
Systems risk
Systems risk is the risk of failure or malfunction in the automated platforms that support the Groups daily execution
(application systems) and the systems infrastructure on which they reside (data centres, networks and distributed computers).

Financial Review

The Physical Security sub-function develops practical physical, electronic and operational counter-measures to ensure that
the people, property and assets managed by the Group are protected from crime, theft, attack and groups hostile to HSBCs
interests.

The management of systems risk is overseen globally by the HSBC Operations, Services and Technology (HOST) organisation.
Oversight is provided through monthly risk management committee meetings that provide a comprehensive overview of
existing and emerging top risks.

Vendor risk management


Our vendor risk management (VRM) programme is a global framework for managing risk with third party vendors, especially
where we are reliant on outsourced agreements to provide critical services to our customers. VRM contains a rigorous process
to identify material contracts and their key risks and ensure controls are in place to manage and mitigate these risks. Global
and regional governance structures have been implemented to oversee vendor third party service providers.

Risk management of insurance operations


Overview of insurance products
(Audited)

HSBC manufactures the following main classes of contract:

life insurance contracts with discretionary participation features (DPF);


credit life insurance business;
annuities;
term assurance and critical illness policies;
linked life insurance;
investment contracts with DPF;
unit-linked investment contracts; and
other investment contracts (including pension contracts written in Hong Kong).

We additionally write a small amount of non-life insurance business primarily covering personal and commercial property.
Nature and extent of risks
(Audited)

The majority of the risks in our Insurance business derive from manufacturing activities and can be categorised between
financial risks and insurance risk; financial risks include market risk, credit risk and liquidity risk. Operational and sustainability
risks are also present and are covered by the Groups respective overall risk management processes.
The following sections describe how financial risks and insurance risk are managed.
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219

Financial Statements

Global availability monitoring (24x7) is in place to assist in determining systems health. Our incident management processes
are linked to business and geographical major incident groups for recovery decision-making and communication to customers
and regulators.

Shareholder Information

Business-critical services have been identified. Quantitative scorecards called risk appetite statements are used for monitoring
performance, and have been established for each of these services.

Corporate Governance

HOST manages the control environment over systems risks using risk and control assessments and scenario analysis. Material
risks are monitored through the periodic testing of associated key controls.

Report of the Directors: Risk (continued)


Appendix to Risk Policies and practices

HSBC subsidiaries that manufacture insurance products establish control procedures complying with the guidelines and
requirements issued by Group Insurance and local regulatory requirements. Country level oversight is exercised by local
insurance risk management committees. Country Chief Risk Officers (CROs) have reporting lines locally and functional
reporting lines into the Group Insurance CRO, who has overall accountability for risk management in insurance operations
globally. The Group Insurance Risk Management Committee oversees the control framework globally and is accountable to the
RBWM Risk Management Committee on risk matters.
In addition, local ALCOs monitor and review the duration and cash flow matching of insurance assets and liabilities.
All insurance products, whether manufactured internally or by a third party, are subjected to a product approval process prior
to introduction.
Financial risks
(Audited)

Our insurance businesses are exposed to a range of financial risks, including market risk, credit risk and liquidity risk. Market
risk includes interest rate, equity and foreign exchange risks. The nature and management of these risks is described below.
Manufacturing subsidiaries are exposed to financial risks when, for example, the proceeds from financial assets are not
sufficient to fund the obligations arising from insurance and investment contracts. In many jurisdictions, local regulatory
requirements prescribe the type, quality and concentration of assets that these subsidiaries must maintain to meet insurance
liabilities. These requirements complement Group-wide policies.
Market risk
(Audited)

General measures

HSBC Holdings Board

Chairman/CEO

Risk Management Meeting


of the GMB

Group Traded Risk

Specific measures

Global Insurance Risk

Board and Executive


Committee of Entity

Market risk is managed through limits approved by the RMM for HSBC Holdings. An
allocation of the Group-wide market risk appetite is provided to the Insurance
business by Group Traded Risk. These limits are then apportioned between different
Insurance entities to support the strategic aims of the business.
The market risk team supporting insurance within Wholesale Market Risk and the
Group Insurance CRO are responsible for setting market risk management policies
and measurement techniques applied to the Insurance activities of HSBC.
At entity level the appetite for market risk is expressed through detailed market risk
mandates. Investment Officers hold day-to-day responsibility for managing assets
so as to remain within the mandates and are answerable to the local ALCOs. ALCOs
hold wider responsibility over longer-term actions related to liabilities that are
necessary to remain within the agreed mandates.
ALCOs act to implement the strategy of the Executive Committee which, in turn, is
answerable to the Board. The Board holds ultimate accountability over the risk
profile held and targeted within each company.
Description of market risk

Asset and Liability Committee


of Entity

The main features and exposures of products manufactured by our insurance


manufacturing subsidiaries which generate market risk, and the market risk to which
these features expose the Group, are discussed below.

Entity Investment Officer

Interest rate risk arises from a mismatch between asset yields and the investment returns implied by the guarantees payable to
policyholders by insurance manufacturing subsidiaries. When asset yields are below guaranteed yields, products may be closed to
new business, repriced or restructured. A list of the different types of guarantees within our insurance contracts is outlined
below.

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220

Categories of guaranteed benefits

capital: policyholders are guaranteed to receive no less than the premiums paid plus declared bonuses less expenses.

The proceeds from insurance and investment products with DPF are primarily invested in bonds with a proportion allocated to
other asset classes in order to provide customers with the potential for enhanced returns. Subsidiaries with portfolios of such
products are exposed to the risk of falls in market prices which cannot be fully reflected in the discretionary bonuses. An
increase in market volatility could also result in an increase in the value of the guarantee to the policyholder.
Long-term insurance and investment products typically permit the policyholder to surrender the policy or let it lapse at any
time. When the surrender value is not linked to the value realised from the sale of the associated supporting assets, the
subsidiary is exposed to market risk. In particular, when customers seek to surrender their policies when asset values are
falling, assets may have to be sold at a loss to fund redemptions.
A subsidiary holding a portfolio of long-term insurance and investment products, especially with DPF, may attempt to reduce
exposure to its local market by investing in assets in countries other than that in which it is based. These assets may be
denominated in currencies other than the subsidiarys local currency. Where the foreign exchange exposure associated with
these assets is not hedged, for example because it is not cost effective to do so, this exposes the subsidiary to the risk of its
local currency strengthening against the currency of the related assets.

Financial Review

annual return: the annual return is guaranteed to be no lower than a specified rate. This may be the return credited to the policyholder
every year, or the average annual return credited to the policyholder over the life of the policy, which may occur on the maturity date or
the surrender date of the contract; and

Strategic Report

implicit interest rate guarantees: when future policyholder benefits are defined as fixed monetary amounts, e.g. annuities in payment
and endowment savings contracts;

For unit-linked contracts, market risk is substantially borne by the policyholder, but market risk exposure typically remains as
fees earned for management are related to the market value of the linked assets.

It is not always possible to match asset and liability durations, partly because there is uncertainty over policyholder behaviour
which introduces uncertainty over the receipt of all future premiums and the timing of claims, and partly because the forecast
payment dates of liabilities may exceed the duration of the longest dated investments available.
We use models to assess the effect of a range of future scenarios on the values of financial assets and associated liabilities, and
ALCOs employ the outcomes in determining how to best structure asset holdings to support liabilities. The scenarios include
stresses applied to factors which affect insurance risk such as mortality and lapse rates. Of particular importance is assessing
the expected pattern of cash inflows against the benefits payable on the underlying contracts, which can extend for many
years.

Corporate Governance

Asset and liability matching

How market risk is managed

Techniques for managing market risk


for products with DPF, adjusting bonus rates to manage the liabilities to policyholders. The effect is that a significant portion of the
market risk is borne by the policyholder;
structuring asset portfolios to support projected liability cash flows;
using derivatives to protect against adverse market movements or better match liability cash flows;
for new products with investment guarantees, considering the cost when determining the level of premiums or the price structure;

periodically reviewing products identified as higher risk, which contain investment guarantees and embedded optionality features linked

Financial Statements

All our insurance manufacturing subsidiaries have market risk mandates which specify the investment instruments in which
they are permitted to invest and the maximum quantum of market risk which they may retain. They manage market risk by
using some or all of the techniques listed below, depending on the nature of the contracts they write.

to savings and investment products;

exiting, to the extent possible, investment portfolios whose risk is considered unacceptable; and
repricing premiums charged to policyholders.

In the product approval process, the risks embedded in new products are identified and assessed. When, for example, options
and guarantees are embedded in new products, the due diligence process ensures that complete and appropriate risk
management procedures are in place. Management reviews certain exposures more frequently when markets are more
volatile to ensure that any matters arising are dealt with in a timely fashion.

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Shareholder Information

designing new products to mitigate market risk, such as changing the investment return sharing portion between policyholders and the
shareholder;

Report of the Directors: Risk (continued)


Appendix to Risk Policies and practices

How the exposure to market risk is measured


Our insurance manufacturing subsidiaries monitor exposures against mandated limits regularly and report them to Group
Insurance.
In addition, large insurance manufacturing subsidiaries perform a high-level monthly assessment of market risk exposure
against risk appetite. This is submitted to Group Insurance and a global assessment presented to the RBWM Risk Management
Committee. Risk measures include statistics relating to IFRSs, regulatory solvency and economic capital.
Standard measures for quantifying market risks
for interest rate risk, the sensitivities of the net present values of asset and expected liability cash flows, in total and by currency, to a one
basis point parallel shift in the discount curves used to calculate the net present values;
for equity price risk, the total market value of equity holdings and the market value of equity holdings by region and country; and
for foreign exchange risk, the total net short foreign exchange position and the net foreign exchange positions by currency.

The standard measures are relatively straightforward to calculate and aggregate, but they have limitations. The most
significant one is that a parallel shift in yield curves of one basis point does not capture the non-linear relationships between
the values of certain assets and liabilities and interest rates. Non-linearity arises, for example, from investment guarantees and
product features which enable policyholders to surrender their policies. We bear the shortfall if the yields on investments held
to support contracts with guaranteed benefits are less than the investment returns implied by the guaranteed benefits.
We recognise these limitations and augment our standard measures with stress tests which examine the effect of a range
of market rate scenarios on the aggregate annual profits and total equity of our insurance manufacturing subsidiaries, after
taking into consideration tax and accounting treatments where material and relevant. The results of these tests are reported
to Group Insurance and risk committees every quarter.
Similarly economic capital statistics are produced monthly, with a more detailed exercise undertaken on a quarterly basis.
Economic capital measures estimate, on a market consistent economic value basis, the quantum of capital required given the
exposures in the Insurance operation. Total exposures, a breakdown by risk class, and movement analysis are presented to the
Insurance Risk Management Committee on a quarterly basis.
Credit risk
(Audited)

Description of credit risk


Credit risk arises in two main areas for our insurance manufacturers:
(i) risk of default by debt security counterparties after investing premiums to generate a return for policyholders and
shareholders; and
(ii) risk of default by reinsurance counterparties and non-reimbursement for claims made after ceding insurance risk.
How credit risk is managed
Our insurance manufacturing subsidiaries are responsible for the credit risk, quality and performance of their investment
portfolios. Our assessment of the creditworthiness of issuers and counterparties is based primarily upon internationally
recognised credit ratings and other publicly available information.
Investment credit exposures are monitored against limits by our local insurance manufacturing subsidiaries, and are
aggregated and reported to Group Insurance Credit Risk and Group Credit Risk. Stress testing is performed by Group Insurance
on the investment credit exposures using credit spread sensitivities and default probabilities.
We use a number of tools to manage and monitor credit risk. These include a credit report which contains a watch-list of
investments with current credit concerns and is circulated monthly to senior management in Group Insurance and the
individual country CROs to identify investments which may be at risk of future impairment.
Liquidity risk
(Audited)

Description of liquidity risk


It is an inherent characteristic of almost all insurance contracts that there is uncertainty over the amount of claims liabilities
that may arise and the timing of their settlement, and this creates liquidity risk.
There are three aspects to liquidity risk. The first arises in normal market conditions and is referred to as funding liquidity risk;
specifically, the capacity to raise sufficient cash when needed to meet payment obligations. Secondly, market liquidity risk
arises when the size of a particular holding may be so large that a sale cannot be completed around the market price. Finally,
standby liquidity risk refers to the capacity to meet payment terms in abnormal conditions.

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Our insurance manufacturing subsidiaries primarily fund cash outflows arising from claim liabilities from the following sources
of cash inflows:
premiums from new business, policy renewals and recurring premium products;
interest and dividends on investments and principal repayments of maturing debt investments;
cash resources; and
the sale of investments.

Strategic Report

How liquidity risk is managed

They manage liquidity risk by utilising some or all of the following techniques:
matching cash inflows with expected cash outflows using specific cash flow projections or more general asset and liability
matching techniques such as duration matching;
maintaining sufficient cash resources;
monitoring investment concentrations and restricting them where appropriate, for example, by debt issues or issuers; and
establishing committed contingency borrowing facilities.
Each of these techniques contributes to mitigating the three types of liquidity risk described above.
Every quarter, our insurance manufacturing subsidiaries are required to complete and submit liquidity risk reports to Group
Insurance for collation and review. Liquidity risk is assessed in these reports by measuring changes in expected cumulative net
cash flows under a series of stress scenarios designed to determine the effect of reducing expected available liquidity and
accelerating cash outflows. This is achieved, for example, by assuming new business or renewals are lower, and surrenders or
lapses are greater, than expected.

Financial Review

investing in good credit-quality investments with deep and liquid markets to the degree to which they exist;

Insurance risk is the risk, other than financial risk, of loss transferred from the holder of the insurance contract to the issuer
(i.e. HSBC). The principal risk we face is that, over time, the cost of the contract, including claims and benefits may exceed the
total amount of premiums and investment income received.
The cost of claims and benefits can be influenced by many factors, including mortality and morbidity experience, lapse and
surrender rates.
Insurance risks are controlled by high-level policies and procedures set both centrally and locally, taking into account where
appropriate local market conditions and regulatory requirements. Formal underwriting, reinsurance and claims-handling
procedures designed to ensure compliance with regulations are applied, supplemented with stress testing.
As well as exercising underwriting controls, we use reinsurance as a means of mitigating exposure to insurance risk. Where we
manage our exposure to insurance risk through the use of third-party reinsurers, the associated revenue and manufacturing
profit is ceded to the reinsurers. Although reinsurance provides a means of managing insurance risk, such contracts expose us
to credit risk, the risk of default by the reinsurer.
The principal drivers of our insurance risk are described below. The liabilities for long-term contracts are set by reference to a
range of assumptions around these drivers. These typically reflect the issuers own experiences. The type and quantum of
insurance risk arising from life insurance depends on the type of business, and varies considerably.
mortality and morbidity: the main contracts which generate exposure to these risks are term assurance, whole life
products, critical illness and income protection contracts and annuities. The risks are monitored on a regular basis, and are
primarily mitigated by underwriting controls and reinsurance and by retaining the ability in certain cases to amend
premiums in the light of experience;

Financial Statements

(Audited)

Corporate Governance

Insurance risk

expense risk is mitigated by pricing, for example, retaining the ability in certain cases to amend premiums and/or
policyholder charges based on experience, and cost management discipline.
Liabilities are affected by changes in assumptions (see Sensitivity analysis on page 188).

HSBC HOLDINGS PLC

223

Shareholder Information

lapses and surrenders: the risks associated with this are generally mitigated by product design, the application of surrender
charges and management actions, for example, managing the level of bonus payments to policyholders. A detailed
persistency analysis at a product level is carried out at least on an annual basis; and

Report of the Directors: Risk (continued)


Appendix to Risk Policies and practices

Reputational risk
The Global Head of Financial Crime Compliance and the Global Head of Regulatory Compliance are the risk stewards for
reputational risk. The development of policies and an effective control environment for the identification, assessment,
management and mitigation of reputational risk are co-ordinated through the Group Reputational Risk Policy Committee
(GRRPC), which is chaired by the Group Chairman. In parallel, the Global Risk Resolution Committee (GRRC), chaired by
the Chief Risk Officer, is the highest decision-making forum in the Group for dealing with matters arising from clients or
transactions that either present a serious potential reputational risk to the Group or merit a Group-led decision to ensure a
consistent risk management approach across the regions and global businesses. Both committees are responsible for keeping
the RMM apprised of areas and activities presenting significant reputational risk and, where appropriate, for making
recommendations to the RMM to mitigate such risk. Significant issues posing reputational risk are also reported to the Board
and the Conduct & Values Committee, where appropriate.
Overseeing all reputational risk matters, the Reputational Risk sub-function is responsible for setting policies to guide the
Groups management of reputational risk, devising strategies to protect against reputational risk and advising the global
businesses and global functions in helping them identify, assess and mitigate such risks, where possible. This sub-function is
led by a central headquarters-based team and supported by teams within each business line and region who help to ensure
that issues are directed to the appropriate forums, that decisions are made and implemented effectively, and that
management information is generated to aid senior management in the businesses and regions in understanding where
reputational risk exists within the Group. Each global business has established a governance process that empowers the
Reputational Risk and Client Selection committees to address reputational risk issues at the appropriate level, escalating
decisions where appropriate. The global functions manage and escalate reputational risks within established operational risk
frameworks.
Standards for all major aspects of business are set for the Group and for individual subsidiaries, businesses and functions.
Reputational risks, including environmental, social and governance matters, are considered and assessed by the Board, the
GMB, the RMM, subsidiary company boards, Board committees and senior management during the formulation of policy and
the establishment of our standards. These policies, which form an integral part of the internal control system (see page 275),
are communicated through manuals and statements of policy and are promulgated through internal communications
and training. The policies set out our risk appetite and operational procedures for all areas of reputational risk, including
financial crime prevention (money laundering, terrorist and proliferation financing, sanctions-breaking and bribery and
corruption deterrence), regulatory compliance, conduct-related concerns, environmental impacts, human rights matters and
employee relations. The policy manuals address risk issues in detail and co-operation between Group departments and
businesses is required to ensure a strong adherence to our risk management system and our sustainability practices.

Fiduciary risk
Business activities in which fiduciary risk is inherent are only permitted within designated lines of business. Fiduciary risk is
managed within the designated businesses via a comprehensive policy framework and monitoring of key indicators. The
Groups principal fiduciary businesses and activities (designated businesses and activities) are:
HSBC Securities Services, which is exposed to fiduciary risk through its funds services and corporate trust and loan agency
activities;
HSBC Global Asset Management, which is exposed to fiduciary risks through its investment management activities on behalf
of clients;
HSBC Global Private Banking, which is exposed to fiduciary risks through its private trust division and discretionary
investment management;
HSBC Insurance, which is exposed to fiduciary risks through the investment management activities it undertakes when
providing insurance products and services;
RBWM Trust Investment Wrappers, required by regulation for the provision of normal RBWM Wealth Management
products and services; and
HSBC Employee Pension Scheme activities, where fiduciary duties may arise as part of carrying out a function of discretion
or control over an HSBC employee pension scheme's operations.
The Groups requirements for the management of fiduciary risk are laid down in the fiduciary section of the Global Risk
Functional Instruction Manual, which is owned by Global Operational Risk. No business other than the designated businesses
may undertake fiduciary activities without notifying Global Operational Risk and receiving specific dispensations from the
relevant fiduciary policy requirements.
Other policies around the provision of advice, including investment advice and corporate advisory, and the management of
potential conflicts of interest, also mitigate our fiduciary risks.

HSBC HOLDINGS PLC

224

Pension risk

In order to fund the benefits associated with defined benefit plans, sponsoring Group companies (and, in some instances,
employees) make regular contributions in accordance with advice from actuaries and in consultation with the schemes
trustees (where relevant). The defined benefit plans invest these contributions in a range of investments designed to meet
their long-term liabilities.
The level of these contributions has a direct impact on HSBCs cash flow and would normally be set to ensure that there
are sufficient funds to meet the cost of the accruing benefits for the future service of active members. However, higher
contributions are required when plan assets are considered insufficient to cover the existing pension liabilities. Contribution
rates are typically revised annually or triennially, depending on the plan. The agreed contributions to the principal plan are
revised triennially.
A deficit in a defined benefit plan may arise from a number of factors, including:
investments delivering a return below that required to provide the projected plan benefits. This could arise, for example, when there is a
fall in the market value of equities, or when increases in long-term interest rates cause a fall in the value of fixed income securities held;
the prevailing economic environment leading to corporate failures, thus triggering write-downs in asset values (both equity and debt);
a change in either interest rates or inflation which causes an increase in the value of the scheme liabilities; and

Financial Review

We operate a number of pension plans throughout the world, as described in the Pension risk section on page 189 and below.
A global pension risk framework and accompanying global policies on the management of risks related to defined benefit and
defined contribution plans is in place. The Global Pensions Oversight Committee is responsible for the governance and
oversight of all pension plans sponsored by HSBC around the world.

Strategic Report

(Audited)

scheme members living longer than expected (known as longevity risk).

to limit the risk of the assets failing to meet the liabilities of the plans over the long term; and
to maximise returns consistent with an acceptable level of risk so as to control the long-term costs of the defined benefit
plans.
In pursuit of these long-term objectives, a benchmark is established for the allocation of the defined benefit plan assets
between asset classes. In addition, each permitted asset class has its own benchmarks, such as stock market or property
valuation indices and, where relevant, desired levels of out-performance. The benchmarks are reviewed at least triennially
within 18 months of the date at which an actuarial valuation is made, or more frequently if required by local legislation or
circumstances. The process generally involves an extensive asset and liability review.

Corporate Governance

A plans investment strategy is determined after taking into consideration the market risk inherent in the investments and its
consequential impact on potential future contributions. The long-term investment objectives of both HSBC and, where
relevant and appropriate, the trustees are:

Pension plans in the UK


The HSBC Bank (UK) Pension Scheme (the principal plan) has both defined benefit and defined contribution sections. The
defined benefit section accounts for approximately 72% of our total defined benefit obligations around the world. All new
employees have joined the defined contribution section since 1996 and from 1 July 2015 the defined benefit section was fully
closed to future accrual so that all future pension provision for all employees is provided by the defined contribution section.
The principal plan is overseen by an independent corporate trustee who has a fiduciary responsibility for the operation of the
pension plan. The trustee is responsible for monitoring and managing the investment strategy and administration of scheme
benefits. The principal plan holds a diversified portfolio of investments to meet future cash flow liabilities arising from accrued
benefits as they fall due to be paid. The trustee of the principal plan is required to produce a written Statement of Investment
Principles which governs decision-making about how investments are made and the need for adequate diversification is taken
into account in the choice of asset allocation and manager structure in the defined benefit section. Longevity risk in the
principal plan is assessed as part of the measurement of the pension liability and managed through the funding process of
the plan.

HSBC HOLDINGS PLC

225

Shareholder Information

Defined contribution plans result in far less exposure to market risk for the Group, but remain exposed to operational and
reputational risks as they place the responsibility and flexibility more directly with employees. To manage these risks, the
performance of defined contribution investment funds is monitored and local engagement with employees is actively
promoted to ensure they are provided with sufficient information about the options available to them.

Financial Statements

Ultimate responsibility for investment strategy rests with either the trustees or, in certain circumstances, a management
committee. The degree of independence of the trustees from HSBC varies in different jurisdictions, however all fiduciaries are
required to put the plan members needs above all others.

Report of the Directors: Risk / Capital


Appendix to Risk Policies and practices / Capital

Sustainability risk
Sustainability risks arise from the provision of financial services to companies or projects which indirectly result in
unacceptable impacts on people or on the environment. The Risk Function, with input from Global Corporate Sustainability,
is mandated to manage these risks globally working through local offices as appropriate. Sustainability Risk Managers have
regional or national responsibilities for advising on and managing environmental and social risks. The Risk Functions
responsibilities in relation to sustainability risk include:
formulating sustainability risk policies. This includes overseeing our sustainability risk standards, our application of the
Equator Principles and our sustainability policies (covering agricultural commodities, chemicals, defence, energy, forestry,
freshwater infrastructure, mining and metals, and World Heritage Sites and Ramsar Wetlands); undertaking an independent
review of transactions where sustainability risks are assessed to be high; and supporting our operating companies to assess
similar risks of a lower magnitude;
building and implementing systems-based processes to ensure consistent application of policies, reduce the costs of
sustainability risk reviews and capture management information to measure and report on the effect of our lending and
investment activities on sustainable development; and
providing training and capacity building within our operating companies to ensure sustainability risks are identified and
mitigated consistently to either our own standards, international standards or local regulations, whichever is higher.

HSBC HOLDINGS PLC

226

243
243
243
243
244
244

Capital measurement and allocation


Regulatory capital
Pillar 1 capital requirements
Pillar 2 capital requirements
Pillar 3 disclosure requirements

244
244
244
245
246

Page

Capital ratios

228

Total regulatory capital and risk-weighted assets

228

Movements by major drivers

228

Capital and RWA movements by major driver CRD IV


end point basis

Risk-weighted assets

229

Credit risk RWAs

229

RWAs by risk type


RWAs by global businesses
RWAs by geographical regions
Credit risk exposure RWAs by geographical region
Credit risk exposure RWAs by global businesses
RWA movement by geographical regions by key driver
credit risk IRB only
RWA movement by global businesses by key driver
credit risk IRB only
Counterparty credit risk RWAs
RWA movement by key driver counterparty
credit risk advanced approach
Market risk RWAs
RWA movement by key driver market risk
internal model based

229
229
229
229
230

Source and application of total regulatory capital


Composition of regulatory capital
Reconciliation of regulatory capital from transitional basis to
an estimated CRD IV end point basis

233
234

Operational risk RWAs

232

230
231
232
232
232
232

232

RWA movement by key driver basis of preparation


and supporting notes
Credit risk drivers definitions and quantifications
Counterparty risk drivers definitions and
quantifications
Market risk drivers definitions and quantifications

247
247
248
248

Capital

233

Regulatory balance sheet


Regulatory and accounting consolidations

236
236

Leverage ratio

239

Regulatory developments
Regulatory capital requirements
Regulatory stress testing
RWA developments
UK leverage ratio framework
Total loss absorbing capacity proposals
Structural reform and recovery and resolution
planning

239
239
241
241
241
242

235

Reconciliation of balance sheets financial accounting to


regulatory scope of consolidation

236

Leverage ratio

239

Capital requirements framework

240

Shareholder Information

Counterparty credit risk and market risk RWAs

228

Strategic Report

228

Capital management
Approach and policy
Stress testing
Risks to capital
Risk-weighted asset plans
Capital generation

Tables

Financial Review

Capital overview

App1

Corporate Governance

Page

Financial Statements

Capital

242

1 Appendix to Capital.

HSBC HOLDINGS PLC

227

Report of the Directors: Capital (continued)


Capital overview / Movements by major drivers / RWAs

Our objective in the management of Group capital is


to maintain appropriate levels of capital to support our
business strategy and meet our regulatory and stress
testing related requirements.

Despite the rules published to date, there remains


continued uncertainty around the amount of capital that
UK banks will be required to hold. In December 2015, the
Financial Policy Committee (FPC) published its view of the
capital framework as applicable to UK banks, which set out
expectations in relation to CET1 and tier 1 capital across the
industry. However, requirements applicable to individual
banks are subject to the PRAs determination. While there is
emerging clarity around the interaction of the capital
buffers and the PRAs Pillar 2 framework, uncertainty
remains around the broader capital framework, including
revisions to the RWA requirements, capital floors, and
global systemically important bank (G-SIB) developments.
Furthermore, there remain a number of draft and
unpublished European Banking Authority (EBA) technical
and implementation standards due in 2016.

Capital highlights
Our end point common equity tier 1 (CET1) ratio of 11.9%
was up from 11.1% at the end of 2014.
We continue to generate capital from profit and our progress
to achieve targeted RWA initiatives strengthened our CET1
ratio, creating capacity for growth.
Our leverage ratio remained strong at 5.0%.

Capital overview
Capital ratios
At 31 December
2015
2014
%
%

A summary of our policies and practices regarding capital


management, measurement and allocation is provided in
the Appendix to Capital on page 243.

CRD IV end point


Common equity tier 1 ratio1

11.9

11.1

CRD IV transitional
Common equity tier 1 ratio1
Tier 1 ratio
Total capital ratio

Movements by major drivers

11.9
13.9
17.2

10.9
12.5
15.6

Capital and RWA movements by major driver CRD IV end


point basis
CET1
capital
$bn

Total regulatory capital and risk-weighted assets


At 31 December
2015
2014
$m
$m
CRD IV end point
Common equity tier 1 capital1

130,863

135,953

CRD IV transitional
Common equity tier 1 capital1
Additional tier 1 capital
Tier 2 capital

130,863
22,440
36,530

133,200
19,539
37,991

Total regulatory capital

189,833

190,730

1,102,995

1,219,765

Risk-weighted assets

CRD IV end point basis at 1 January 2015


Capital generation from profit
consolidated profits attributable to
shareholders of the parent company
(including regulatory adjustments)
dividends net of scrip2
RWA initiatives
Business growth including associates
Foreign currency translation differences3
Other movements
CRD IV end point basis at 31 December
2015

For footnote, see page 243.

136.0
3.4

RWAs
$bn
1,219.8

11.3
(7.9)

(7.9)
(0.6)

(123.8)
48.7
(52.2)
10.5

130.9

1,103.0

For footnotes, see page 243.

We manage Group capital to ensure that we exceed current


regulatory requirements and that we respect the payment
priority of our capital providers. Throughout 2015, we
complied with the Prudential Regulation Authoritys (PRAs)
regulatory capital adequacy requirements, including those
relating to stress testing. We are also well placed to meet
our expected future capital requirements.

Our CET1 capital was reduced by foreign currency


translation differences of $7.9bn. This was partly offset by
capital of $3.4bn generated from profits net of dividends
(including the fourth interim dividend after planned scrip).
Included in profits was a $1.4bn gain on the partial sale of
our shareholding in Industrial Bank. This included fair value
gains reclassified to the income statement that has already
been included in CET1 capital, resulting in no further
impact. An additional impact on CET1 capital from the
partial sale of our shareholding in Industrial Bank was
lower allowable non-controlling interest.

We continue to manage Group capital to meet a mediumterm target for return on equity of more than 10% by 2017.
This is modelled on a CET1 ratio on an end point basis in
the range of 12% to 13%, which takes into account known
and quantifiable end-point CET1 requirements and includes
a regulatory and management buffer in the range of 1% to
2%, based on our estimate of the additional CET1 we will
need to hold to cover the new time-varying buffers and
other factors. The CET1 regulatory and management buffer
will be kept under review until the details of the regulatory
framework are finalised.

Substantial progress has been made in achieving the


Groups 2017 RWA target. After foreign currency
translation differences, RWAs reduced by $65bn in 2015,
primarily driven by specific initiatives that saved $124bn of
RWAs. The saving was partially offset by business growth of
$49bn.

Capital and RWAs are calculated and presented according


to the Groups interpretation of CRD IV legislation and the
PRAs rules as set out in the PRA Rulebook.

HSBC HOLDINGS PLC

228

Risk-weighted assets

The following comments describe the key RWA movements


excluding foreign currency translation differences.

$30bn from refining our calculations, including the


further application of the small and medium-sized
enterprise (SME) supporting factor, a more refined
application of credit conversion factors (CCFs),
increased usage of internal ratings-based (IRB) models
and the move of certain exposures from residual to cash
flow weighted maturity;

Counterparty credit risk


standardised approach
advanced approach

69.2
19.1
50.1

90.7
25.2
65.5

Market risk
internal model based
standardised approach

42.5
34.9
7.6

56.0
44.6
11.4

Operational risk
At 31 December 2015
Of which:
Run-off portfolios
legacy credit in GB&M
US CML and Other

$25bn from process improvements such as better


linking of collateral and guarantees to facilities,
enhanced risk parameters and the use of more granular
data resulting in lower CCFs for off-balance sheet items;
and

115.4

117.8

1,103.0

1,219.8

69.3
29.8
39.5

99.2
44.1
55.1

2015
$bn

2014
$bn

189.5
421.0
440.6
19.3
32.6

207.2
430.3
516.1
20.8
45.4

1,103.0

1,219.8

2015
$bn

2014
$bn

337.4
459.7
60.4
191.6
73.4

375.4
499.8
63.0
221.4
88.8

1,103.0

1,219.8

RWAs by global businesses

$30bn through the continued reduction in the GB&M


legacy credit and US run-off portfolios.

Retail Banking and Wealth Management4


Commercial Banking4
Global Banking and Markets
Global Private Banking
Other

Business growth
Business growth increased RWAs by $49bn, principally in:
CMB, from higher term lending to corporate customers,
principally in Europe, North America and Asia, $23bn;

At 31 December 2015

our associates, Bank of Communications and The Saudi


British Bank, $14bn; and

RWAs by geographical regions5

GB&M, from higher general lending to corporates which


increased RWAs by $10bn, mainly in Europe.

Europe
Asia
Middle East and North Africa
North America
Latin America
At 31 December 2015
For footnotes, see page 243

Credit risk RWAs


Credit risk exposure RWAs by geographical region
Europe
$bn

Asia
$bn

MENA
$bn

North
America
$bn

Latin
America
$bn

Total
$bn

IRB approach
IRB advanced approach
IRB foundation approach
Standardised approach

192.6
175.1
17.5
46.8

195.9
195.9

177.7

19.4
9.5
9.9
32.0

122.5
122.5

33.9

12.8
12.8

42.3

543.2
515.8
27.4
332.7

RWAs at 31 December 2015

239.4

373.6

51.4

156.4

55.1

875.9

IRB approach
IRB advanced approach
IRB foundation approach
Standardised approach

216.1
203.3
12.8
47.1

213.1
213.1

186.0

15.6
11.6
4.0
39.0

142.0
142.0

29.6

11.6
11.6

55.2

598.4
581.6
16.8
356.9

RWAs at 31 December 2014

263.2

399.1

54.6

171.6

66.8

955.3

HSBC HOLDINGS PLC

229

Financial Review

955.3
356.9
16.8
581.6

Corporate Governance

875.9
332.7
27.4
515.8

Credit risk
standardised approach
IRB foundation approach
IRB advanced approach

$38bn from reduced exposures, the partial disposal of


our investment in Industrial Bank, a decrease in trading
positions subject to the Incremental Risk Charge, client
facility reductions and trade compressions;

Financial Statements

2014
$bn

Shareholder Information

2015
$bn

The main drivers were:

Strategic Report

RWAs by risk type

RWA initiatives

Report of the Directors: Capital (continued)


RWAs

Credit risk exposure RWAs by global businesses


Principal4
RBWM
$bn
IRB approach
IRB advanced approach
IRB foundation approach

59.0
59.0

Standardised approach

RBWM
(US run-off
portfolio)
$bn

Total
RBWM
$bn

33.2
33.2

92.2
92.2

218.0
199.0
19.0

CMB4
$bn

GB&M
$bn

GPB
$bn

Other
$bn

Total
$bn

214.8
207.5
7.3

8.5
8.4
0.1

9.7
8.7
1.0

543.2
515.8
27.4

57.6

3.8

61.4

172.0

69.7

7.2

22.4

332.7

RWAs at 31 December 2015

116.6

37.0

153.6

390.0

284.5

15.7

32.1

875.9

IRB approach
IRB advanced approach
IRB foundation approach
Standardised approach

56.1
56.1

61.2

47.3
47.3

4.8

103.4
103.4

66.0

217.2
209.2
8.0
181.0

255.6
248.1
7.5
70.1

10.2
10.0
0.2
6.6

12.0
10.9
1.1
33.2

598.4
581.6
16.8
356.9

117.3

52.1

169.4

398.2

325.7

16.8

45.2

955.3

RWAs at 31 December 2014


For footnotes, see page 243.

Credit risk RWAs are calculated using three approaches, as


permitted by the PRA. For consolidated Group reporting,
we have adopted the advanced IRB approach for the

majority of our business, with a small proportion being on


the foundation IRB approach and the remaining portfolios
on the standardised approach.

RWA movement by geographical regions by key driver credit risk IRB only6
Europe
$bn

Asia
$bn

MENA
$bn

North
America
$bn

Latin
America
$bn

Total
$bn

RWAs at 1 January 2015

216.1

213.1

15.6

142.0

11.6

598.4

Foreign exchange movement


Acquisitions and disposals
Book size
Book quality
Model updates
portfolios moving onto IRB approach
new/updated models

(10.4)
(14.1)
11.4
(8.0)
1.2
(0.1)
1.3

(7.2)

2.9
(6.9)
(2.6)

(2.6)

(0.6)
(0.1)
(0.5)
(1.4)
4.7
4.7

(4.7)
(4.9)
(2.8)
0.7
0.2
0.2

(3.4)

0.4
3.9
0.1
0.1

(26.3)
(19.1)
11.4
(11.7)
3.6
4.9
(1.3)

(3.6)
(6.2)
2.6

(3.4)
(5.4)
2.0

1.7
1.6
0.1

(8.0)
(8.0)

0.2
0.2

(13.1)
(17.8)
4.7

Methodology and policy


internal updates
external updates regulatory
Total RWA movement

(23.5)

(17.2)

3.8

(19.5)

1.2

(55.2)

RWAs at 31 December 2015

192.6

195.9

19.4

122.5

12.8

543.2

RWAs at 1 January 2014 on Basel 2.5 basis

166.9

182.9

15.0

161.5

8.5

534.8

Foreign exchange movement


Acquisitions and disposals
Book size
Book quality
Model updates

(11.6)
(3.5)
11.4
(1.5)
19.4

(4.0)

19.5

0.3

(0.2)
(0.7)
1.8
(0.8)

(2.4)
(4.2)
2.9
(10.3)
(6.1)

(1.9)
(0.1)
2.0
1.4

(20.1)
(8.5)
37.6
(11.2)
13.6

Methodology and policy


internal updates
external updates regulatory
CRD IV impact
NCOA moving from STD to IRB

35.0
(11.7)
2.2
37.0
7.5

14.4
(5.2)
8.5
5.7
5.4

0.5
(0.2)
(0.2)
0.4
0.5

0.6
(6.4)
0.7
4.9
1.4

1.7
(0.1)
0.1
0.2
1.5

52.2
(23.6)
11.3
48.2
16.3

Total RWA movement


RWAs at 31 December 2014 on CRD IV basis

49.2

30.2

0.6

(19.5)

3.1

63.6

216.1

213.1

15.6

142.0

11.6

598.4

For footnote, see page 243.

HSBC HOLDINGS PLC

230

CMB4
$bn

GB&M
$bn

GPB
$bn

Other
$bn

Total
$bn

217.2
(11.7)

15.8
6.0
5.6

255.6
(11.0)
(14.2)
(0.8)
(10.5)
(2.3)

10.2
(0.3)

(0.5)
(0.1)
(0.1)

12.0
(0.4)

(1.2)
(0.6)

598.4
(26.3)
(19.1)
11.4
(11.7)
3.6

56.1
(2.9)

3.7
(2.8)
0.4

47.3

(4.9)
(5.6)
(3.7)

103.4
(2.9)
(4.9)
(1.9)
(6.5)
0.4

0.4

0.4

4.1
1.5

0.9
(3.2)

(0.1)

4.9
(1.3)

Methodology and policy


internal updates
external updates
regulatory

4.5
2.5

0.1
0.1

4.6
2.6

(14.9)
(14.9)

(2.0)
(4.7)

(0.7)
(0.7)

(0.1)
(0.1)

(13.1)
(17.8)

2.0

Total RWA movement

2.9

(14.1)

(11.2)

0.8

(40.8)

(1.7)

(2.3)

(55.2)

RWAs at 31 December 2015

59.0

33.2

92.2

218.0

214.8

8.5

9.7

543.2

RWAs at 1 January 2014 on


Basel 2.5 basis
Foreign exchange movement
Acquisitions and disposals
Book size
Book quality
Model updates

58.5
(2.6)

1.9
(5.7)
0.6

72.6

(6.9)
(8.6)
(6.2)

131.1
(2.6)

(5.0)
(14.3)
(5.6)

189.4
(8.7)

23.1
2.8
12.2

198.5
(8.1)
(8.2)
21.1
(0.2)
7.0

10.6
(0.2)

(0.5)
(0.3)

5.2
(0.5)
(0.3)
(1.1)
0.8

534.8
(20.1)
(8.5)
37.6
(11.2)
13.6

Methodology and policy


internal updates
external updates
regulatory
CRD IV impact
NCOA moving from STD
to IRB

3.4
(3.0)

(3.6)
(3.9)

(0.2)
(6.9)

(1.6)
(5.0)

45.5
(11.2)

0.6
(0.5)

7.9

52.2
(23.6)

1.8

1.8

2.5
(0.7)

6.3
48.6

0.5
0.2

0.2
0.1

11.3
48.2

4.6

0.3

4.9

1.6

1.8

0.4

7.6

16.3

Total RWA movement

(2.4)

(25.3)

(27.7)

27.8

57.1

(0.4)

6.8

63.6

RWAs at 31 December 2014


on CRD IV basis

56.1

47.3

103.4

217.2

255.6

10.2

12.0

598.4

2.7

4.7

For footnotes, see page 243.

Internal ratings-based approach

Financial Review

Corporate Governance

2.0

improvement in the book quality of the residual


portfolio;

For portfolios treated under the IRB approach, credit risk


RWAs decreased by $55bn, which included a reduction of
$26bn due to foreign exchange movements.

book quality improvements in the Principal RBWM


business of $2.8bn mainly related to credit quality
improvements in Europe;

Acquisitions and disposals

in CMB, RWAs increased by $6.0bn, primarily as a result


of corporate downgrades in Europe;

The disposal of US mortgage portfolios reduced RWAs


by $4.9bn; and

in GB&M, a decrease in RWAs of $10bn was mainly due


to the implementation of netting agreements to new
corporate counterparties in Europe, the securitisation of
corporate loans and rating upgrades of institutions in
Asia; and

the sale of securitisation positions in the GB&M legacy


credit portfolio resulted in a RWA decrease of $14bn.
Book size
The book size grew from higher corporate lending,
including term and trade-related lending which
increased RWAs by $16bn, mainly in Europe and Asia for
CMB.

Financial Statements

RWAs at 1 January 2015


Foreign exchange movement
Acquisitions and disposals
Book size
Book quality
Model updates
portfolios moving onto
IRB approach
new/updated models

Total
RBWM
$bn

the downgrade of Brazils rating increased RWAs by


$3.7bn across businesses.
Methodology and policy changes

In North America, in RBWM, the continued run-off of


the US CML retail mortgage portfolios resulted in an
RWA reduction of $5.6bn.

RWA initiatives were the main driver for the reduction of


RWAs driven by changes in internal updates. Further
details are provided on page 229.

Book quality

They were offset by the change in RWA calculation on


defaulted exposures in RBWM increasing RWAs by
$2.0bn, the implementation of a risk-weight floor on
mortgages in Hong Kong with an RWA impact of $2.0bn,

RWAs reduced by $3.7bn in the US run-off portfolio,


primarily due to continued run-off which led to an

HSBC HOLDINGS PLC

231

Shareholder Information

Principal4
RBWM
RBWM (US run-off)
$bn
$bn

Strategic Report

RWA movement by global businesses by key driver credit risk IRB only6

Report of the Directors: Capital (continued)


RWAs / Capital

and the implementation of a 1.06 scaling factor on


securitisation positions risk-weighted at 1,250% which
increased RWAs by $2.1bn.

RWA movement by key driver market risk internal


model based

Standardised approach
For portfolios treated under the standardised approach,
credit risk RWAs decreased by $24bn, which included
a reduction of $27bn due to foreign exchange movements.
RWAs increased by $23bn across all regions as a result
of higher lending. Growth in our associate, BoCom,
accounted for $15bn.
This was offset by RWA initiatives reducing RWAs by
$29bn, mainly comprising portfolios moving to an
IRB approach (reducing the standardised approach by
$10.2bn and increasing the IRB approach by $7.2bn)
and partial disposal of our investment in Industrial Bank
reducing RWAs by $12.4bn.

Advanced approach
CCR IRB approach
credit valuation adjustment

50.1
46.8
3.3

65.5
62.0
3.5

Standardised approach
CCR standardised approach
credit valuation adjustment
central counterparty

19.1
4.7
12.2
2.2

25.2
4.4
18.0
2.8

At 31 December

69.2

90.7

2014
$bn

65.5

42.2

Book size
Book quality
Model updates
Methodology and policy
internal updates
external updates regulatory
CRD IV impact

(10.2)
(0.8)

(4.4)
(4.4)

1.6
(0.6)
0.1
22.2
(3.8)
9.0
17.0

Total RWA movement

(15.4)

23.3

RWAs at 31 December

50.1

65.5

2015
$bn
34.9
7.7
9.8
11.4
6.0

2014
$bn
44.6
7.3
10.4
20.1
6.8

7.6

11.4

42.5

56.0

RWAs at 1 January

Standardised approach
At 31 December

52.2

(5.5)
(4.2)
(4.2)

(2.2)
(4.2)
(1.2)
(3.8)
2.6

Total RWA movement

(9.7)

(7.6)

RWAs at 31 December

34.9

44.6

A reduction of $6.1bn in RWAs in the standardised


portfolio was mostly due to the impact of market
movements and position reductions for derivatives held
with counterparties eligible for the standardised credit
value adjustment (CVA) charge.
Advanced approach
The book size reduced by $10bn, mainly driven by market
movements, particularly in foreign exchange derivatives,
trade compression and portfolio management activities.
Further reductions in Methodology and policy were mainly
driven by savings from RWA initiatives.
Market risk RWAs
Total market risk RWAs decreased by $13bn in 2015.
Standardised approach
The market risk RWAs in the standardised portfolio fell by
$3.8bn, mainly driven by the reduction in the legacy credit
portfolio.
Internal model based
The reduction in RWAs due to movements in risk levels of
$5.5bn was driven by a combination of active management
of the book and market movements, in particular within the
incremental risk charge. In addition to these movements,
there were savings of $4.2bn in Methodology and policy
due to the refinement of models used for the calculation of
the incremental risk charge and risks not in VaR.

Market risk RWAs

Internal model based


VaR
stressed VaR
incremental risk charge
other VaR and stressed VaR

44.6

Acquisitions and disposals


Movement in risk levels
Methodology and policy
internal updates
external updates regulatory

Standardised approach

RWA movement by key driver counterparty credit risk


advanced approach
2015
$bn

RWAs at 1 January

Counterparty credit risk RWAs reduced by $21bn during


2015.

Counterparty credit risk RWAs


2014
$bn

2014
$bn

Counterparty credit risk RWAs

Counterparty credit risk and market risk


RWAs
2015
$bn

2015
$bn

Operational risk RWAs


The reduction in operational risk RWAs of $2.4bn was
mainly the result of currency exchange differences and a
decline in income in Latin America.

HSBC HOLDINGS PLC

232

Capital

Movement in total regulatory capital


Opening common equity tier 1 capital on a transitional basis7
Transitional adjustments
unrealised gains arising from revaluation of property
unrealised gains in available-for-sale debt and equities

133,200
2,753
1,375
1,378

Opening common equity tier 1 capital on an end point basis1


Contribution to common equity tier 1 capital from profit for the period
consolidated profits attributable to shareholders of the parent company
removal of own credit spread net of tax
debit valuation adjustment
deconsolidation of insurance entities and SPEs

135,953
11,302
13,522
(912)
(139)
(1,169)

12,678
13,688
(328)
254
(936)

Net dividends including foreseeable net dividends2


dividends net of scrip
fourth interim dividend net of planned scrip

(7,853)
(4,136)
(3,717)

(7,541)
(4,179)
(3,362)

Increase in goodwill and intangible assets deducted3


Ordinary shares issued
Foreign currency translation differences3
Other, including regulatory adjustments

(227)
147
(7,887)
(572)

2,424
267
(8,356)
2,495

130,863

Opening additional tier 1 capital on a transitional basis7


Movement in additional tier 1 securities
new issuance
grandfathering adjustments
Other, including regulatory adjustments

19,539
2,272
3,580
(1,308)
629

Closing tier 1 capital on a transitional basis

153,303

Opening other tier 2 capital on a transitional basis7


Movement in tier 2 securities
new issuance
grandfathering adjustments
foreign currency transitional differences
other movements
Other, including regulatory adjustments

37,991
(1,276)
3,180
(2,996)
(887)
(573)
(185)

Closing total regulatory capital on a transitional basis

189,833

133,200
14,408
4,961
5,681
(720)
170
152,739
35,538
2,414
3,500

(1,066)
(20)
39

Corporate Governance

Closing common equity tier 1 capital

131,233

Financial Review

Year to 31 December
2015
2014
$m
$m

Strategic Report

Source and application of total regulatory capital

190,730

Shareholder Information

Financial Statements

For footnotes, see page 243.

HSBC HOLDINGS PLC

233

Report of the Directors: Capital (continued)


Capital

Composition of regulatory capital


(Audited)

Ref
Common equity tier 1 capital
Shareholders equity
shareholders equity per balance sheet8
foreseeable interim dividend2
preference share premium
other equity instruments
deconsolidation of special purpose entities9
deconsolidation of insurance entities

a
b
c
a
a, h

Non-controlling interests
non-controlling interests per balance sheet
preference share non-controlling interests
non-controlling interests transferred to tier 2 capital
non-controlling interests in deconsolidated subsidiaries
surplus non-controlling interests disallowed in CET1

d
e
f
d

Regulatory adjustments to the accounting basis


own credit spread10
debit valuation adjustment
defined benefit pension fund adjustment
cash flow hedging reserve

Deductions
goodwill and intangible assets
deferred tax assets that rely on future profitability (excludes those arising from temporary
differences)
additional valuation adjustment (referred to as PVA)
investments in own shares through the holding of composite products of which HSBC is a component
(exchange traded funds, derivatives and index stock)
negative amounts resulting from the calculation of expected loss amounts

h
n

Common equity tier 1 capital on an end point basis


Tier 1 and tier 2 capital on a transitional basis
Common equity tier 1 capital on an end point basis
Transitional adjustments
unrealised gains arising from revaluation of property
unrealised gains in available-for-sale debt and equities
Common equity tier 1 capital on a transitional basis
Additional tier 1 capital on a transitional basis
Other tier 1 capital before deductions
preference share premium
preference share non-controlling interests
allowable non-controlling interest in AT1
Hybrid capital securities

b
e
d
j

At 31 December
2015
$m
160,664
188,460
(3,717)
(1,405)
(15,112)
(91)
(7,471)

166,617
190,447
(3,362)
(1,405)
(11,532)
(323)
(7,208)

3,519
9,058
(2,077)

(933)
(2,529)

4,640
9,531
(2,127)
(473)
(851)
(1,440)

(4,556)
(159)
(336)
(4,009)
(52)

(3,556)
767
(197)
(4,069)
(57)

(28,764)
(20,650)

(31,748)
(22,475)

(1,204)
(1,151)

(1,036)
(1,341)

(839)
(4,920)

(1,083)
(5,813)

130,863

135,953

130,863

135,953
(2,753)
(1,375)
(1,378)

130,863

133,200

22,621
1,015
1,711
1,546
18,349

19,687
1,160
1,955
884
15,688

Deductions
unconsolidated investments11
holding of own additional tier 1 instruments

(181)
(121)
(60)

Tier 1 capital on a transitional basis

153,303

Tier 2 capital on a transitional basis


Total qualifying tier 2 capital before deductions
allowable non-controlling interest in tier 2
perpetual subordinated debt
term subordinated debt
non-controlling interests in tier 2 capital

d
l
m
f

36,852
14
1,941
34,897

Total deductions other than from tier 1 capital


unconsolidated investments11
holding of own tier 2 instruments

(322)
(282)
(40)

Total regulatory capital on a transitional basis

189,833

For footnotes, see page 243.


The references (a) (n) identify balance sheet components on page 236 which are used in the calculation of regulatory capital.

HSBC HOLDINGS PLC

234

2014
$m

(148)
(148)

152,739

38,213
99
2,218
35,656
240
240
(222)
(222)

190,730

133,200
1,375
1,378

Common equity tier 1 capital on an end point basis

130,863

135,953

22,440

19,539

(1,015)
(1,711)
(9,088)

(1,160)
(1,955)
(10,007)

(1,377)
121

(487)
148

Additional tier 1 capital on a transitional basis


Grandfathered instruments:
Preference share premium
Preference share non-controlling interests
Hybrid capital securities
Transitional provisions:
Allowable non-controlling interest in AT1
Unconsolidated investments11
Additional tier 1 capital end point basis
Tier 1 capital on an end point basis
Tier 2 capital on a transitional basis
Grandfathered instruments:
Perpetual subordinated debt
Term subordinated debt
Transitional provisions:
Non-controlling interest in tier 2 capital
Allowable non-controlling interest in tier 2
Unconsolidated investments11
Tier 2 capital on an end point basis
Total regulatory capital on an end point basis

9,370

6,078

140,233

142,031

36,530

37,991

(1,941)
(19,034)

(2,218)
(21,513)

21
(121)

(240)
396
(148)

15,455

14,268

155,688

156,299

For footnote, see page 243.

Under CRD IV, as implemented in the UK, banks are


required to meet a minimum CET1 ratio of 4.5% of RWAs,
a minimum tier 1 ratio of 6% of RWAs and a total capital
ratio of 8% of RWAs. In addition to the Pillar 1 minimum
ratios, the PRA sets Pillar 2A capital requirements, which
together are considered the minimum level of regulatory
capital to be maintained at all times. Pillar 2A is to be met
with at least 56% CET1 capital and the remaining with noncommon equity capital.

The capital position presented on a CRD IV transitional


basis follows the Groups interpretation of CRD IV
legislation and the PRAs rules as set out in the PRA
Rulebook.
The effects of draft EBA technical standards are not
generally captured in our numbers.
While CRD IV allows for the majority of regulatory
adjustments and deductions from CET1 to be implemented
on a gradual basis from 1 January 2014 to 1 January 2018,
the PRA has largely decided not to make use of these
transitional provisions. From 1 January 2015, unrealised
gains on investment property and available-for-sale
securities were recognised in CET1 capital. As a result our
end point and transitional CET1 capital and ratios are now
aligned.

In addition to minimum requirements, CRD IV establishes a


number of capital buffers to be met with CET1 capital,
which largely phase-in from 1 January 2016. To the extent
our CET1 capital is insufficient to meet these buffer
requirements, the Group would suffer automatic
restrictions on capital distributions.
Going forward, as the grandfathering provisions fall away,
we intend to meet our overall regulatory minima in an
economically efficient manner by issuing non-common
equity capital as necessary. At 31 December 2015, the
Group had $25.1bn of CRD IV compliant non-common
equity capital instruments, of which $3.2bn of tier 2 and
$3.6bn of additional tier 1 were issued during the year (for
details on the additional tier 1 instruments issued during
the year see Note 35 on the Financial Statements). At
31 December 2015, the Group also had $32.8bn of noncommon equity capital instruments qualifying as eligible
capital under CRD IV by virtue of the application of the
grandfathering provisions, after applying a 30% reduction
as outlined above.

For additional tier 1 and tier 2 capital, the PRA has followed
the transitional provisions timing as set out in CRD IV to
apply the necessary regulatory adjustments and deductions.
The effect of these adjustments is being phased in at 20%
per annum from 1 January 2014 to 1 January 2018.
Non-CRD IV compliant additional tier 1 and tier 2
instruments also benefit from a grandfathering period. This
progressively reduces the eligible amount by 10% annually,
following an initial reduction of 20% on 1 January 2014,
until they are fully phased out by 1 January 2022.

HSBC HOLDINGS PLC

235

Financial Review

130,863

Corporate Governance

Common equity tier 1 capital on a transitional basis


Unrealised gains arising from revaluation of property
Unrealised gains in available-for-sale debt and equities

Financial Statements

2014
$m

Shareholder Information

At 31 December
2015
$m

Strategic Report

Reconciliation of regulatory capital from transitional basis to an estimated CRD IV end point basis

Report of the Directors: Capital (continued)


Regulatory balance sheet

Regulatory balance sheet

Subsidiaries engaged in insurance activities are excluded


from the regulatory consolidation by excluding assets,
liabilities and post-acquisition reserves, leaving the
investment of these insurance subsidiaries to be recorded at
cost and deducted from CET1 (subject to thresholds).

Regulatory and accounting consolidations


The basis of consolidation for the purpose of financial
accounting under IFRS, described in Note 1 on the Financial
Statements, differs from that used for regulatory purposes
as described in Structure of the regulatory group on
page 12 of the Pillar 3 Disclosures 2015 report. The table
below provides a reconciliation of the financial accounting
balance sheet to the regulatory scope of consolidation.

The regulatory consolidation also excludes special purpose


entities (SPEs) where significant risk has been transferred
to third parties. Exposures to these SPEs are risk-weighted
as securitisation positions for regulatory purposes.
Entities in respect of which the basis of consolidation
for financial accounting purposes differs from that used for
regulatory purposes can be found in table 5 of the Pillar 3
Disclosures 2015 report.

Interests in banking associates are equity accounted in


the financial accounting consolidation, whereas their
exposures are proportionally consolidated for regulatory
purposes by including our share of assets, liabilities, profit
and loss and RWAs in accordance with the PRAs
application of CRD IV.

Reconciliation of balance sheets financial accounting to regulatory scope of consolidation


Accounting
balance
sheet
$m

Ref
Assets
Cash and balances at central banks
Items in the course of collection from other banks
Hong Kong Government certificates of indebtedness
Trading assets
Financial assets designated at fair value
Derivatives
Loans and advances to banks
Loans and advances to customers
of which:
impairment allowances on IRB portfolios
impairment allowances on standardised portfolios
Reverse repurchase agreements non-trading
Financial investments
Assets held for sale
of which:
goodwill and intangible assets
impairment allowances of disposal groups held for sale
of which:
IRB portfolios
standardised portfolios
Capital invested in insurance and other entities
Current tax assets
Prepayments, accrued income and other assets
of which:
retirement benefit assets
Interests in associates and joint ventures
of which:
positive goodwill on acquisition
Goodwill and intangible assets
Deferred tax assets

Consolidation
of banking
associates
$m

Regulatory
balance
sheet
$m

28,784
22

4,390
2,034
495
16,413
120,016

127,716
5,790
28,410
229,567
2,365
288,825
103,806
1,037,043

98,934
5,768
28,410
224,837
23,852
288,476
90,401
924,454

(2)

340
(23,521)
(146)
(3,008)
(7,427)

(6,291)
(3,263)
146,255
428,955
43,900

711
(51,684)
(4,107)

1,680
(1,454)

(219)

1,461
(1,454)

(7)
(1,447)

1,221
54,398

2,371
(15)
(2,539)

9,692

(7)
(1,447)
2,371
1,206
61,551

5,272
19,139

(18,571)

5,272
568

(579)

(2,780)
5,935
42,732

(6,291)
(6,043)
152,901
420,003
39,793

593

h
n

24,605
6,051

(6,068)
195

623
518

19,160
6,764

2,409,656

(94,900)

213,083

2,527,839

28,410
54,371
1,289,586
80,400
5,638
141,614
66,408

(97)
(119)

(66)
(6,046)

50,005
147,522

59

28,410
104,279
1,436,989
80,400
5,638
141,607
60,362

21,168
1,342

21,168
1,342

Total assets at 31 December 2015


Liabilities and equity
Hong Kong currency notes in circulation
Deposits by banks
Customer accounts
Repurchase agreements non-trading
Items in course of transmission to other banks
Trading liabilities
Financial liabilities designated at fair value
of which:
term subordinated debt included in tier 2 capital
hybrid capital securities included in tier 1 capital

Deconsolidation
of insurance/
other entities
$m

m
j

HSBC HOLDINGS PLC

236

14

(2)
(25)

61

2,868
5,527

240

240

201
39
1,760
22,702

(868)

5
2,841

201
39
897
25,543

j
l
m

1,929
2,368
18,405

1,929
2,368
18,405

Total shareholders equity


of which:
other equity instruments included in tier 1 capital
preference share premium included in tier 1 capital

188,460

(7,562)

180,898

c, j
b

15,112
1,405

15,112
1,405

Non-controlling interests
of which:
non-cumulative preference shares issued by subsidiaries
included in tier 1 capital
non-controlling interests included in tier 2 capital, cumulative
preferred stock
non-controlling interests attributable to holders of ordinary
shares in subsidiaries included in tier 2 capital

9,058

(933)

8,125

2,077

2,077

2,409,656

(94,900)

213,083

2,527,839

129,957
4,927
27,674
304,193
29,037
345,008
112,149
974,660

(720)
(28,791)
(94)
(2,727)
(10,809)

30,731
80

2,357
3,312
353
7,992
116,484

160,688
5,007
27,674
305,830
3,558
345,267
117,414
1,080,335

(6,942)
(5,395)
161,713
415,467

1,309
75,176

(30)
(50,420)
2,542
(16)
(5,295)

h
g

8
5,028
(16)

8
5,028
(16)

(16)

18,181

(17,479)

(16)

702

(606)

f, m

Total liabilities and equity at 31 December 2015


Assets
Cash and balances at central banks
Items in the course of collection from other banks
Hong Kong Government certificates of indebtedness
Trading assets
Financial assets designated at fair value
Derivatives
Loans and advances to banks
Loans and advances to customers
of which:
impairment allowances on IRB portfolios
impairment allowances on standardised portfolios
Reverse repurchase agreements non-trading
Financial investments
Capital invested in insurance and other entities
Current tax assets
Prepayments, accrued income and other assets
of which:
goodwill and intangible assets of disposal groups held for sale
retirement benefit assets
impairment allowances on assets held for sale
of which:
IRB portfolios
standardised portfolios
Interests in associates and joint ventures
of which:
positive goodwill on acquisition
Goodwill and intangible assets
Deferred tax assets

(2,744)
7,510
33,123

8,501

(6,942)
(8,139)
169,193
398,170
2,542
1,293
78,382

621

h
n

27,577
7,111

(5,593)
163

571
474

22,555
7,748

2,634,139

(101,790)

194,009

2,726,358

Total assets at 31 December 2014

HSBC HOLDINGS PLC

237

15

Strategic Report

2,809
5,552

Ref
Derivatives
Debt securities in issue
Liabilities of disposal groups held for sale
Current tax liabilities
Liabilities under insurance contracts
Accruals, deferred income and other liabilities
of which:
retirement benefit liabilities
Provisions
of which:
contingent liabilities and contractual commitments
of which:
credit-related provisions on IRB portfolios
credit-related provisions on standardised portfolios
Deferred tax liabilities
Subordinated liabilities
of which:
hybrid capital securities included in tier 1 capital
perpetual subordinated debt included in tier 2 capital
term subordinated debt included in tier 2 capital

Financial Review

Regulatory
balance
sheet
$m
281,666
86,129
33,150
1,108

47,111

Corporate Governance

Consolidation
of banking
associates
$m
508
5,065

409

6,669

Financial Statements

Deconsolidation
of insurance/
other entities
$m
87
(7,885)
(3,690)
(84)
(69,938)
2,326

Shareholder Information

Accounting
balance
sheet
$m
281,071
88,949
36,840
783
69,938
38,116

Report of the Directors: Capital (continued)


Regulatory balance sheet / Leverage ratio / Regulatory developments

Reconciliation of balance sheets financial accounting to regulatory scope of consolidation (continued)


Accounting
balance
sheet
$m

Ref
Liabilities and equity
Hong Kong currency notes in circulation
Deposits by banks
Customer accounts
Repurchase agreements non-trading
Items in course of transmission to other banks
Trading liabilities
Financial liabilities designated at fair value
of which:
term subordinated debt included in tier 2 capital
hybrid capital securities included in tier 1 capital
Derivatives
Debt securities in issue
Current tax liabilities
Liabilities under insurance contracts
Accruals, deferred income and other liabilities
of which:
retirement benefit liabilities
Provisions
of which:
contingent liabilities and contractual commitments
of which:
credit-related provisions on IRB portfolios
credit-related provisions on standardised portfolios
Deferred tax liabilities
Subordinated liabilities
of which:
hybrid capital securities included in tier 1 capital
perpetual subordinated debt included in tier 2 capital
term subordinated debt included in tier 2 capital
Total shareholders equity
of which:
other equity instruments included in tier 1 capital
preference share premium included in tier 1 capital
Non-controlling interests
of which:
non-cumulative preference shares issued by subsidiaries
included in tier 1 capital
non-controlling interests included in tier 2 capital, cumulative
preferred stock
non-controlling interests attributable to holders of ordinary
shares in subsidiaries included in tier 2 capital

Deconsolidation
of insurance/
other entities
$m

Consolidation
of banking
associates
$m

Regulatory
balance
sheet
$m

27,674
77,426
1,350,642
107,432
5,990
190,572
76,153

(21)
(535)

(3)
(42)
(6,317)

40,530
141,858

50

27,674
117,935
1,491,965
107,432
5,987
190,580
69,836

21,822
1,495

21,822
1,495

340,669
95,947
1,213
73,861
53,396

37
(7,797)
(138)
(73,861)
(3,659)

331
3,720
317

5,145

341,037
91,870
1,392

54,882

3,208
4,998

(2)
(63)

56

3,262
4,935

234

234

132
102
1,524
26,664

(1,009)

2
2,056

132
102
517
28,720

j
l
m

2,761
2,773
21,130

2,761
2,773
21,130

190,447

(7,531)

182,916

c, j
b
d

11,532
1,405
9,531

(851)

11,532
1,405
8,680

2,127

2,127

300

300

f, m

173

173

2,634,139

(101,790)

194,009

2,726,358

m
j

Total liabilities and equity at 31 December 2014

The references (a) (n) identify balance sheet components which are used in the calculation of regulatory capital on page 234.

HSBC HOLDINGS PLC

238

Leverage ratio

Total assets per regulatory/accounting balance sheet


Adjustments to reverse netting of loans and deposits allowable under IFRS
Reversal of accounting values including assets classified as held for sale:
derivatives
repurchase agreement and securities finance

2,528
32
(456)
(290)
(166)

2,726
38
(525)
(345)
(180)

149
69
(65)
125
20

166
81
(82)
148
19

173
243
(78)
8

188
269
(89)
8

401
67
326
8
(33)

396
67
321
8
(36)

Replaced with the regulatory rules:


Derivatives including assets classified as held for sale:
mark-to-market
deductions of receivables assets for cash variation margin
add-on amounts for potential future exposure
exposure amount resulting from the additional treatment for written credit derivatives
Repurchase agreement and securities finance including assets classified as held for sale:
gross securities financing transactions assets
netted amounts of cash payables and cash receivables of gross securities financing transactions assets
measurement of counterparty risk
Addition of off-balance sheet commitments and guarantees
guarantees and contingent liabilities
commitments
others
Exclusion of items already deducted from the capital measure
Exposure measure after regulatory adjustments

2,794

Tier 1 capital under CRD IV (end point)


Leverage ratio

The numerator of the leverage ratio is calculated using


the final CRD IV end point tier 1 capital definition while
the exposure measure is now calculated based on the
Commission Delegated Regulation (EU) 2015/62, published
in January 2015.

2,953

140

142

5.0%

4.8%

banks. This set out the FPCs final expectations in relation


to the levels of capital across the industry, while specific
requirements for individual banks will vary at the PRAs
determination. These expectations do not include timevarying additional requirements such as the countercyclical
capital buffer (CCyB) and are based on the assumption
that existing deficiencies in the definition and measurement
of RWAs under Pillar 1 requirements will be addressed over
time. These deficiencies in Pillar 1 are currently compensated
through additional Pillar 2 requirements. The FPC stated its
expectation that by 2019, once such deficiencies were
corrected, Pillar 2A requirements would reduce.

Regulatory developments
Regulatory capital requirements
The regulatory capital requirements comprise a Pillar 1
minimum, individual capital guidance (ICG) set by the
PRA in the form of Pillar 2A, a number of capital buffers
established by CRD IV and any PRA buffer that the PRA
may set in addition to ICG.

In addition to the above, consideration of the finalised


Financial Stability Board (FSB) proposals in relation to
total loss absorbing capacity (TLAC) requirements, and the
UK implementation of the EU minimum requirement for
own funds and eligible liabilities (MREL) will also be
required.

The Pillar 1 minimum ratio and the capital conservation


buffer (CCB) rates are certain. The macro-prudential tools,
Pillar 2A, the PRA buffer and the systemic buffers are timevarying elements. This uncertainty is reflected in the
regulatory and management buffer we have included in the
12% to 13% CET1 range that is used to model our mediumterm target for return on equity of more than 10% by 2017.
This buffer is currently in the range of 1% to 2%.

Based on the known and quantifiable requirements to


date, including the announced CCyB rates and current ICG,
the overall capital requirements applicable to the Group on
an end-point basis (at 1 January 2019) are presented in the
table below.

In December 2015, the FPC published its end point view of


the calibration of the capital framework as applicable to UK

HSBC HOLDINGS PLC

239

Financial Review

2,634
(102)
194

Corporate Governance

2,410
(95)
213

Financial Statements

Total assets per accounting balance sheet


Deconsolidation of insurance/other entities
Consolidation of banking associates

Shareholder Information

EU Delegated Act basis


at 31 December
2015
2014
$bn
$bn

Strategic Report

Leverage ratio

Report of the Directors: Capital (continued)


Regulatory developments

Capital requirements framework (end point)


(CET1)

PRA buffer (illustrative)

Capital
conservation
buffer

2.5%

(CET1)

Systemic
buffers
(SRB/G-SII)

2.5%

(CET1)

Macro-prudential tools
(CCyB/sectoral capital
requirements)

0.2%

(CET1)

Pillar 2A/ICG

2.3%

(CET1,
AT1
and
T2)

(of which 1.3% CET1)

8%
(of which 4.5% CET1)

In December 2015, the PRA confirmed our applicable G-SII


buffer as 2.5%. The G-SII buffer together with the CCB of
2.5%, came into effect on 1 January 2016. These are being
phased in until 2019 in increments of 25% of the end point
buffer requirement. Therefore, as of 1 January 2016, the
requirement for each buffer is 0.625% of RWAs.
Alongside CRD IV requirements, since 2014, the PRA has
expected major UK banks and building societies to meet a
7% CET1 ratio using the CRD IV end point definition. At
1 January 2016, with the introduction of the G-SII buffer
and the CCB, our minimum CET1 capital requirements and
combined buffer requirement taken together amount to
7.1% (based on RWAs at 31 December 2015), effectively
superseding the previous PRA guidance on the CET1 ratio.

(CET1, AT1
and T2)

Pillar 1

nor elevated. The CCyB rate will be informed by the annual


UK concurrent stress test of major UK banks. If a rate
change is introduced it is expected to come into effect
12 months later.

In January 2016, the FPC published a consultation on its


proposed framework for the SRB. It is proposed that it will
apply to ring-fenced banks and large building societies and
will be implemented from 1 January 2019. The buffer to be
applied to HSBC's ring-fenced bank has yet to be
determined.

CRD IV capital buffers


CRD IV established a number of capital buffers, to be
met with CET1 capital, broadly aligned with the Basel III
framework. In the UK, with the exception of the CCyB
which applied with immediate effect, CRD IV capital buffers
are being phased in from 1 January 2016.

Further details of the aforementioned CRD IV buffers are


set out in the Appendix to Capital on page 246.
Pillar 2 and the PRA buffer

Automatic restrictions on capital distributions apply if


a banks CET1 capital falls below the level of its CRD IV
combined buffer. The CRD IV combined buffer is defined
as the total of the CCB, the CCyB, the global systemically
important institutions (G-SIIs) buffer and the systemic risk
buffer (SRB), as these become applicable.

The Pillar 2 framework requires banks to hold capital in


respect of risks not captured in the Pillar 1 framework and
to assess risks which banks may become exposed to over a
forward-looking planning horizon. The PRAs assessment
results in the determination of ICG/Pillar 2A and Pillar 2B,
respectively.

At 31 December 2015, the applicable CCyB rates in force


were 1% set by Norway and Sweden. Relevant credit
exposures located in Norway and Sweden were $2.4bn and
$1.5bn respectively. At 31 December 2015, this resulted in
an immaterial Group institution-specific CCyB requirement.

Pillar 2A was previously required to be met by total capital


but, since 1 January 2015, must be met with at least 56%
CET1. Furthermore, the PRA expects firms not to meet the
CRD IV buffers with any CET1 required to meet its ICG.
The Pillar 2A requirement is a point in time assessment
of the amount of capital the PRA considers that a bank
should hold to meet the overall financial adequacy rule.
It is therefore subject to change as part of the PRAs
supervisory review process. In November 2015, our
Pillar 2A requirement was set at 2.3% of RWAs, of which
1.3% is met by CET1.

The Hong Kong Monetary Authority (HKMA) CCyB rate of


0.625% was implemented on 27 January 2016 in respect of
Hong Kong exposures, following communication from the
FPC. The impact of the HKMA CCyB rate on our Group
institution-specific CCyB rate is expected to be 7bps (based
on RWAs at 31 December 2015).

In July 2015, the PRA published a final policy statement


PS17/15, setting out amendments to the PRA Rulebook
and Supervisory Statements in relation to the Pillar 2
framework. The revised framework became effective on
1 January 2016. The PRAs Statement of Policy sets out the
methodologies that it will use to inform its setting of firms
Pillar 2 capital requirements, including new approaches
for determining Pillar 2 requirements for credit risk,
operational risk, credit concentration risk and pension
obligation risk.

The CCyB rates introduced by Norway and Sweden will


increase to 1.5% from June 2016. In January 2016, the
HKMA also announced that the CCyB rate applied to
exposures in Hong Kong will be increased to 1.25% from
1 January 2017.
In December 2015, the FPC maintained a 0% CCyB rate for
UK exposures. At the same time, the FPC published the
final calibration of the capital framework for UK banks.
Within this, the FPC indicated that going forward it would
apply a more active use of the CCyB and stated that it
intends to publish a revised policy statement on the use of
the CCyB in March 2016. The FPC also noted that it expects
to set a countercyclical buffer rate for UK exposures, in the
region of 1% when risks are judged to be neither subdued

In parallel, in July 2015, the PRA also issued its supervisory


statement SS31/15 in which it introduced a PRA buffer to
replace the capital planning buffer determined under

HSBC HOLDINGS PLC

240

In December 2015 the Basel Committee published its


second consultation paper on a revised standardised
approach for credit risk. This included proposals to
reintroduce external credit ratings, moderated by internal
due diligence, as the basis for calculating risk weights for
banks and corporates. The risk weights for other assets are
to be determined by a variety of treatments tailored for
each exposure class, which are designed to increase risk
sensitivity and comparability.

Where the PRA considers there is overlap between the CRD


IV buffers and the PRA buffer assessment, the PRA buffer
will be set as the excess capital required over and above
the CRD IV combined buffer. From 1 January 2016, the CCB
and the systemic buffers are permitted to offset against the
PRA buffer with the exception of any risk management and
governance scalar where applicable. The use of the PRA
buffer will not result in automatic restrictions
to distributions.

In January 2016, the Basel Committee published the final


rules arising from the Fundamental Review of the Trading
Book, with implementation planned for 2019. The new
regime includes amendments to the trading book boundary
and new market risk capital calculations for both the
modelled and standardised approaches. The Basel
Committee acknowledges that there is considerable
ongoing work which could require further revisions to the
framework.

Regulatory stress testing


The Group is subject to supervisory stress testing in
many jurisdictions. These requirements are increasing
in frequency and granularity. As such, stress testing
represents a key focus for the Group.

The final changes to the CVA capital charge are expected


to be published in 2016. Following the finalisation of
the CVA capital regime, the EU is expected to review
the exemptions to the CVA charge currently applied to
corporates, sovereigns and intragroup exposures. In the
interim, the EU has consulted upon a methodology for
calculating a Pillar 2 charge for excessive CVA risk resulting
from exempted transactions.

The Bank of England published the results of the 2015 UK


stress test in December 2015 confirming that these tests
did not reveal any capital inadequacies for HSBC. At the
European level, the EBA did not undertake a stress testing
exercise in 2015 but instead carried out a transparency
exercise, the results of which were published in November
2015.

The revised consultations for standardised operational risk


and the design and calibration of a capital floor based on
the standardised approaches, are expected by the end
of 2016.

In July 2015, the EBA also disclosed a timeline for the 2016
EU wide stress test exercise. The EBA expects to publish the
2016 stress test scenario and methodology in the first
quarter of 2016, with results published in the third quarter
of 2016.

All of the Basel Committees consultations will need to be


transposed into EU law before coming into effect. This
includes the finalised changes that relate to the
counterparty risk and securitisation regimes.

In October 2015, the Bank of England published its


approach to stress testing in the UK. This set out that the
outcome of the UK stress testing exercise will be considered
by the FPC when determining the UK CCyB rate, and will
also inform the PRA buffer. Furthermore, from 2016, the
applicable hurdle rate which is the amount of capital that
banks are expected to maintain under a stress, is to include
Pillar 1, Pillar 2A and G-SII buffer requirements.

Strategic Report

The statement sets out that the PRA buffer is intended to


avoid duplication with CRD IV buffers and will be set for a
particular firm depending on its vulnerability in a stress
scenario. In order to address significant weaknesses in risk
management and governance, a scalar may be applied to
firms CET1 Pillar 1 and Pillar 2A capital requirements. This
will also form part of the PRA Buffer.

Financial Review

calculating capital requirements. Details of the most


significant consultations are set out below.

Corporate Governance

Pillar 2B, from 1 January 2016. This is to be met in the form


of CET1 capital.

In 2015, Group entities also participated in regional stress


testing exercises. For further details on stress testing
exercises, see page 116.

RWA developments
Throughout 2015, UK, EU and international regulators
issued a series of consultations designed to revise the
various components of the RWA regime and increase
related reporting and disclosures. In particular, the Basel
Committee on Banking Supervision (the Basel Committee)
published proposals relating to certain Pillar 1 risk types to
update standardised, non-modelled approaches for

HSBC HOLDINGS PLC

241

Shareholder Information

Following consultations in 2014, secondary legislation


came into force in April 2015 to provide the FPC with
direction powers in relation to the UK leverage ratio
framework. In July 2015, the FPC published its final policy
statement setting out its intention to use its new powers of
direction. As a result the PRA issued a consultation paper
to introduce requirements for the UK leverage ratio
framework. This established a minimum tier 1 leverage
ratio of 3%, an additional leverage ratio buffer (ALRB) for
G-SIIs and a countercyclical leverage ratio buffer (CCLB),
and was implemented on 1 January 2016. The ALRB and
CCLB are to be met entirely with CET1 capital and will be
set at 35% of the relevant buffers in the risk-weighted
capital framework. At 1 January 2016, our minimum
leverage ratio requirement of 3% was supplemented with
an ALRB of 0.2% and a CCLB which rounds to 0%. We
comfortably exceed these leverage requirements.

Financial Statements

UK leverage ratio framework

Report of the Directors: Capital (continued)


Regulatory developments / Appendix to Capital

requirements. This proposed that banks should not be able


to meet MREL requirements with CET1 used to meet
existing capital and leverage ratio buffers.

It is anticipated that a minimum leverage ratio


requirement, including potential buffers for G-SIBs, will
be consulted upon by the Basel Committee in 2016 and a
formal Pillar 1 measure finalised by 1 January 2018.

Structural reform and recovery and


resolution planning

Total loss absorbing capacity proposals


As part of Recovery and Resolution frameworks both in
the EU and internationally, there have been various
developments in relation to TLAC. In the EU, the Bank
Recovery and Resolution Directive introduces an MREL.

Globally there have been a number of developments relating


to banking structural reform and the introduction of
recovery and resolution regimes. As part of recovery and
resolution planning, some regulators and national authorities
have also required changes to the corporate structures of
banks. These include requiring the local incorporation of
banks or ring-fencing of certain businesses.

In July 2015, the EBA published a final draft Regulatory


Technical Standard (RTS) for MREL which seeks to provide
additional clarity on the criteria that resolution authorities
should take into account when setting a firm specific MREL
requirement. The EBA notes that it aims to implement the
MREL in a way which is consistent with the finalised
international standard on TLAC.

In 2013 and 2014, UK legislation was enacted requiring large


banking groups to ring-fence UK retail and SME banking
activity in a separately incorporated banking subsidiary
(a ring-fenced bank) that is prohibited from engaging in
significant trading activity. Ring-fencing is to be completed by
1 January 2019. The legislation also detailed the applicable
individual customers to be transferred to the ring-fenced
bank. In addition, the legislation places restrictions on the
activities and geographical scope of ring-fenced banks.
Throughout 2015 the PRA published a number of
consultations on the implementation of ring-fencing
requirements and the finalisation of rules is expected to
continue in 2016.

In November 2015, the FSB published finalised proposals


on TLAC for G-SIBs to be applied in accordance with
individual bank resolution strategies. This set out a
requirement of 16% of RWAs and a TLAC leverage ratio
of 6% to be met from 1 January 2019, increasing to 18%
and 6.75% respectively, from 1 January 2022. Existing
regulatory capital buffers will need to be met in addition to
the minimum TLAC requirement. A breach of TLAC will be
treated as severely as a breach of minimum capital
requirements.

The key proposals included near final rules published in


May 2015 on legal structure, corporate governance, and
continuity of services and facilities.

In November 2015, the Basel Committee also published a


consultation on the treatment of banks holdings of TLAC
instruments issued by a G-SIB, which proposed new
deductions from regulatory capital. Once finalised, any
additional requirements in relation to TLAC are expected to
be reflected in MREL and to be implemented in the UK.

Additionally, in October 2015, the PRA issued a consultation


on the application of capital and liquidity rules for ringfenced banks, management of intra-group exposures, and
use of financial market infrastructures. The PRA intends to
undertake a further consultation in 2016 in respect of
reporting and disclosure, and publish finalised rules and
supervisory statements thereafter, with implementation by
1 January 2019.

In December 2015, the Bank of England published a


consultation paper on the UKs implementation of MREL.
The Bank of England stated that it intends to set MREL
consistent with both TLAC and the final EBA RTS expected
to be published later this year. The MREL is expected to
comprise a loss absorption amount which reflects existing
regulatory capital requirements and a recapitalisation
amount which reflects the capital that a firm is likely to
need post resolution. The latter can be met with both
regulatory capital and eligible liabilities.

We are working with our primary regulators to develop and


agree a resolution strategy for HSBC. It is our view that a
strategy by which the Group breaks up at a subsidiary bank
level at the point of resolution (referred to as a Multiple
Point of Entry) is the optimal approach, as it is aligned to
our existing legal and business structure. Similarly to all
G-SIBs, we are working with our regulators to mitigate
or remove critical inter-dependencies between our
subsidiaries to further facilitate the resolution of the
Group. In particular, in order to remove operational
dependencies (where one subsidiary bank provides critical
services to another), we are in the process of transferring
critical services from our subsidiary banks to a separate
internal group of service companies (ServCo group).

While MREL is to be set on an individual basis, the Bank


of England generally expects MREL for banks whose
appropriate resolution strategy is bail-in, to be equivalent
to twice the current minimum capital requirements. A
finalised Statement of Policy is expected by mid-2016. The
Bank of England is also expected to provide firms with an
indication of their prospective 2020 MREL during 2016, and
will set MREL on a transitional basis until then. For G-SIBs,
MREL is proposed to apply from 2019, consistent with FSB
timelines.

During 2015, more than 18,000 employees performing


shared services in the UK were transferred to the ServCo
group. Further transfers of employees, critical shared
services and assets in the UK, Hong Kong and other
jurisdictions will occur in due course.

In parallel to the above, the PRA separately published a


consultation paper on the interaction between MREL and
capital buffers and how it would treat a breach of MREL

HSBC HOLDINGS PLC

242

Capital management
(Audited)

Approach and policy


Our approach to capital management is driven by our strategic and organisational requirements, taking into account the
regulatory, economic and commercial environment in which we operate. Pre-tax return on risk-weighted assets (RoRWA)
is an operational metric by which the global businesses are managed on a day-to-day basis. The metric is calibrated against
return on equity and our capital requirements to ensure we are best placed to achieve capital strength and business
profitability, combined with regulatory capital efficiency objectives. It is our objective to maintain a strong capital base to
support the risks inherent in our business and invest in accordance with our strategy, exceeding both consolidated and local
regulatory capital requirements at all times.
Our policy on capital management is underpinned by a capital management framework and our internal capital adequacy
assessment process, which enables us to manage our capital in a consistent manner. The framework, which is approved by
the Group Management Board (GMB) annually, incorporates a number of different capital measures including market
capitalisation, shareholders equity, economic capital and regulatory capital. During 2015, we continued to manage Group
capital to meet a medium-term target for return on equity of more than 10%. This is modelled on a CET1 ratio on an end point
basis in the range of 12% to 13%.
Capital measures

Financial Review

Appendix to Capital

Corporate Governance

1 From 1 January 2015 the CRD IV transitional CET1 and end point CET1 capital ratios became aligned for HSBC Holdings plc due to the recognition of
unrealised gains on investment property and available-for-sale securities.
2 This includes dividends on ordinary shares, quarterly dividends on preference shares and coupons on capital securities, classified as equity.
3 The basis of presentation for foreign currency translation differences has changed to reflect the total amount in CET1 capital. Previously this only
included foreign currency translation differences recognised in other comprehensive income. The comparative period, where applicable, has not been
updated to reflect the change.
4 In the first half of 2015, a portfolio of customers was transferred from CMB to RBWM in Latin America in order to better align the combined banking
needs of the customers with our established global businesses. Comparative data have been re-presented accordingly.
5 RWAs are non-additive across geographical regions due to market risk diversification effects within the Group.
6 For the basis of preparation, see page 247.
7 CRD IV balances as at 31 December 2013 were estimated based on the Groups interpretation of final CRD IV legislation and final rules issued by the
PRA, details of which can be found in the basis of preparation on page 324 of the Annual Report and Accounts 2013.
8 Includes externally verified profits for the year to 31 December 2015.
9 Mainly comprises unrealised gains/losses in available-for-sale debt securities related to SPEs.
10 Includes own credit spread on trading liabilities.
11 Mainly comprise investments in insurance entities.

Strategic Report

Footnotes to Capital

shareholders equity is the equity capital invested in HSBC by our shareholders, adjusted for certain reserves and goodwill previously
amortised or written-off;

Our assessment of capital adequacy is aligned to our assessment of risks, including: credit, market, operational, interest rate
risk in the banking book, pensions, insurance, structural foreign exchange risk and residual risks.
Stress testing
In addition to our annual group internal stress test, the Group is subject to supervisory stress testing in many jurisdictions.
Supervisory requirements are increasing in frequency and in the granularity with which the results are required. These
exercises include the programmes of the PRA, the FRB, the EBA, the ECB and the HKMA, as well as stress tests undertaken
in other jurisdictions. We take into account the results of all such regulatory stress testing and our internal stress test when
assessing our internal capital requirements. The outcome of stress testing exercises carried out by the PRA, will also feed into
a PRA buffer under the Pillar 2 requirements, where required.
Risks to capital
Outside of the stress-testing framework, a list of top and emerging risks is regularly evaluated for their effect on our CET1
capital ratio. As a result, other risks may be identified which have the potential to affect our RWAs and/or capital position.
These risks are also included in the evaluation of risks to capital. The downside or upside scenarios are assessed against our
capital management objectives and mitigating actions are assigned as necessary. The responsibility for global capital allocation
principles and decisions rests with the GMB. Through our internal governance processes, we seek to maintain discipline over

HSBC HOLDINGS PLC

243

Shareholder Information

regulatory capital is the capital which we are required to hold in accordance with the rules established by the PRA for the consolidated
Group and by our local regulators for individual Group companies. This comprises common equity tier 1, additional tier 1 and tier 2
capital.

Financial Statements

economic capital is the internally calculated capital requirement which we deem necessary to support the risks to which we are exposed;
and

Report of the Directors: Capital (continued)


Appendix to Capital

our investment and capital allocation decisions and seek to ensure that returns on investment meet the Groups management
objectives. Our strategy is to allocate capital to businesses and entities on the basis of their ability to achieve established
RoRWA objectives and their regulatory and economic capital requirements.
Risk-weighted asset plans
RWA plans form part of the Annual Operating Plan that is approved by the Board. Revised forecasts are submitted to the GMB
on a monthly basis and reported RWAs are monitored against plan.
Our global businesses are set targets in line with the priorities outlined in last Junes strategy update including RWA efficiency
and return on RWAs. Business performance against RWA targets is monitored through regular reporting to the Holding
Company ALCO as well as the GMB. Performance measures are aligned to the Groups strategic actions. The management of
regulatory capital deductions is also addressed in the RWA monitoring framework through additional notional charges for
these items.
Analysis is undertaken within the RWA monitoring framework to identify the key drivers of movements. Particular attention is
paid to identifying and segmenting items within the day-to-day control of the business and those items that are driven by
changes in risk models or regulatory methodology. Analysis is also undertaken to recognise and report specific actions that are
targeted RWA reduction initiatives.
Capital generation
HSBC Holdings is the primary provider of equity capital to its subsidiaries and also provides them with non-equity capital where
necessary. These investments are substantially funded by HSBC Holdings own capital issuance and profit retention. As part of
its capital management process, HSBC Holdings seeks to maintain a prudent balance between the composition of its capital
and its investment in subsidiaries.

Capital measurement and allocation


The PRA supervises HSBC on a consolidated basis and therefore receives information on the capital adequacy of, and sets
capital requirements for, the Group as a whole. Individual banking subsidiaries are directly regulated by their local banking
supervisors, who set and monitor their capital adequacy requirements. Our capital at Group level is calculated under CRD IV
and supplemented by the PRAs rules to effect the transposition of directive requirements.
Our policy and practice in capital measurement and allocation at Group level is underpinned by the CRD IV rules. In most
jurisdictions, non-banking financial subsidiaries are also subject to the supervision and capital requirements of local regulatory
authorities.
The Basel III framework, similarly to Basel II, is structured around three pillars: minimum capital requirements, supervisory
review process and market discipline. The CRD IV legislation implemented Basel III in the EU and, in the UK, the PRA Rulebook
for CRR Firms transposed the various national discretions under the CRD IV legislation into UK requirements. CRDIV also
introduces a number of capital buffers, including the CCB, CCyB, and other systemic buffers such as the G-SII buffer.
Regulatory capital
For regulatory purposes, our capital base is divided into three main categories, namely CET1, additional tier 1 and tier 2,
depending on their characteristics.
CET1 capital is the highest quality form of capital, comprising shareholders equity and related non-controlling interests
(subject to limits). Under CRD IV various capital deductions and regulatory adjustments are made to these items which are
treated differently for the purposes of capital adequacy these include deductions for goodwill and intangible assets,
deferred tax assets that rely on future profitability, negative amounts resulting from the calculation of expected loss
amounts under IRB, holdings of capital securities of financial sector entities and surplus defined benefit pension fund
assets.
Additional tier 1 capital comprises eligible non-common equity capital securities and any related share premium; it also
includes qualifying securities issued by subsidiaries subject to certain limits. Holdings of additional tier 1 securities of
financial sector entities are deducted.
Tier 2 capital comprises eligible capital securities and any related share premium and qualifying tier 2 capital securities
issued by subsidiaries subject to limits. Holdings of tier 2 capital securities of financial sector entities are deducted.
Pillar 1 capital requirements
Pillar 1 is comprised of the capital resources requirements for credit risk, market risk and operational risk. Credit risk includes
counterparty credit risk and securitisation requirements. These requirements are expressed in terms of RWAs.
Credit risk capital requirements
CRD IV applies three approaches of increasing sophistication to the calculation of Pillar 1 credit risk capital requirements. The
most basic, the standardised approach, requires banks to use external credit ratings to determine the risk weightings applied
HSBC HOLDINGS PLC

244

The capital resources requirement, which is intended to cover unexpected losses, is derived from a formula specified in the
regulatory rules which incorporates PD, LGD, EAD and other variables such as maturity and correlation. Expected losses are
calculated by multiplying PD by EAD and LGD. Expected losses are deducted from capital to the extent that they exceed total
accounting impairment allowances. For credit risk we have adopted the IRB advanced approach for the majority of our
portfolios, with the remainder on either IRB foundation or standardised approaches.

Strategic Report

to rated counterparties. Other counterparties are grouped into broad categories and standardised risk weightings are applied
to these categories. The next level, the internal ratings-based (IRB) foundation approach, allows banks to calculate their credit
risk capital requirements on the basis of their internal assessment of a counterpartys probability of default (PD), but the
estimates of exposure at default (EAD) and loss given default (LGD) are subject to standard supervisory parameters. Finally,
the IRB advanced approach allows banks to use their own internal assessment in both determining PD and quantifying EAD and
LGD.

Counterparty credit risk


Counterparty credit risk (CCR) arises for derivatives and securities financing transactions. It is calculated for both the
trading and non-trading books and is the risk that the counterparty to a transaction may default before completing the
satisfactory settlement of the transaction. Three approaches to calculating CCR and determining exposure values are
defined by CRD IV: mark-to-market, standardised and internal model method. These exposure values are used to determine
capital requirements under one of the credit risk approaches: standardised, IRB foundation and IRB advanced.

Financial Review

At the end of 2015, a number of portfolios in Europe, Asia and North America were on the advanced IRB approach as well as
our sovereigns, banks and large corporate exposures globally. Others remain on the standardised or foundation approach
pending definition of local regulations or model approval, or under exemptions from IRB treatment. In some instances,
regulators have allowed us to transition from advanced to standardised approaches for a limited number of portfolios.

In addition, CRD IV introduced a regulatory capital charge to cover CVA risk, the risk of adverse movements in the credit
valuation adjustments taken for expected credit losses on derivative transactions. Where we have both specific risk VaR
approval and internal model method approval for a product, the CVA VaR approach has been used to calculate the CVA
capital charge. Where we do not hold both approvals, the standardised approach has been applied. Certain counterparty
exposures are exempt from CVA, such as non-financial counterparties and sovereigns.
Securitisation
Securitisation positions are held in both the trading and non-trading books. For non-trading book securitisation positions,
CRD IV specifies two methods for calculating credit risk requirements, the standardised and the IRB approaches. Both rely
on the mapping of rating agency credit ratings to risk weights, which range from 7% to 1,250%.
Within the IRB approach, we use the ratings-based method for the majority of our non-trading book securitisation
positions, and the internal assessment approach for exposures arising from asset-backed commercial paper programmes,
mainly related to liquidity facilities and programme wide credit enhancement.

Corporate Governance

We use the mark-to-market and internal model method approaches for CCR.

The market risk capital requirement is measured using internal market risk models where approved by the PRA, or the
standard rules of CRD IV. Our internal market risk models are VaR, stressed VaR and Incremental Risk. Since the sale of our
correlation portfolio in September 2014, there has been no market risk capital requirement associated with the
comprehensive risk measure.
Operational risk capital requirement
CRD IV includes a capital requirement for operational risk, again utilising three levels of sophistication. The capital required
under the basic indicator approach is a simple percentage of gross revenues, whereas under the standardised approach the
calculation is applied to the same measure with varying percentages by business line. Both these approaches use an average of
the last three financial years revenues. Finally, the advanced measurement approach uses banks own statistical analysis and
modelling of operational risk data to determine capital requirements. We have adopted the standardised approach
in determining our operational risk capital requirements.
Pillar 2 capital requirements
We conduct an annual internal capital adequacy assessment process (ICAAP) to determine a forward looking assessment of
our capital requirements given our business strategy, risk profile, risk appetite and capital plan. This process incorporates the
Groups risk management processes and governance framework. As a part of our ICAAP, we carry out internal stress testing of
our base capital plan where both the PRA released stress scenario and concurrent scenario in the context of our business and

HSBC HOLDINGS PLC

245

Shareholder Information

Market risk capital requirement

Financial Statements

The majority of securitisation positions in the trading book are risk weighted for capital purposes as though they are held in
the non-trading book under the standardised or IRB approaches.

Report of the Directors: Capital (continued)


Appendix to Capital

specific risk drivers are taken into account. These, coupled with our economic capital framework and other risk management
practices, are used to assess our internal capital adequacy requirements.
The ICAAP is examined by the PRA as part of its supervisory review and evaluation process (SREP), which occurs periodically
to enable the regulator to define the individual capital guidance or minimum capital requirements for HSBC and our capital
planning buffer where required. Under the revised Pillar 2 PRA regime, which came into effect from 1 January 2016, the capital
planning buffer was replaced with a PRA buffer. The PRA states this is not intended to duplicate the CRD IV buffers, and will be
set according to vulnerability in a stress scenario, as assessed through the annual PRA stress testing exercise.
CRD IV capital buffers
CRD IV introduced a number of capital buffers which apply in addition to Pillar 1 and Pillar 2 requirements and are broadly
aligned with the Basel III framework. This includes the CCB, CCyB, and G-SII which are all currently applicable to the Group.
These are to be met with CET1 and, with the exception of the CCyB which applies with immediate effect, are being phased in
from 1 January 2016. The CRD IV includes other capital buffers such as the systemic risk buffer which has not yet been fully
implemented by the PRA.
CCB
The CCB is designed to ensure banks build up capital outside periods of stress that can be drawn down when losses are
incurred. It is set at 2.5% of RWAs across all banks, and is being phased in from 1 January 2016. At 1 January 2016, our CCB
was 0.625%.
G-SII
The Group is designated as a G-SII by the PRA, and is currently subject to a G-SII buffer of 2.5% of RWAs. This is being
phased in from 1 January 2016. The G-SII buffer is intended to address systemic risk, which is assessed on an annual
basis according to a number of indicators such as: the size of a bank, its interconnectedness, the lack of readily available
substitutes or financial institution infrastructure for the services it provides, its global cross-jurisdictional activity, and
the complexity of its business model. At 1 January 2016, our G-SII buffer was 0.625%.
CCyB
The CCyB is a countercyclical buffer which is set on an institution specific basis and calculated according to the geographic
location of relevant exposures. It is designed to protect against future losses where unsustainable levels of leverage, debt or
credit growth pose a systemic threat. Our institution-specific CCyB for the Group is calculated as the weighted average of
the CCyB rates that apply in the jurisdictions where our relevant credit exposures are located. At 31 December 2015 our
institution specific CCyB applicable on a group basis, was close to 0%.
Combined buffer
As a result of the above requirements, at 1 January 2016, the combined buffer applicable to HSBC Group was estimated
as 1.25%.
Leverage ratio requirements
In addition to risk-based capital requirements, the Group is subject to a non-risk sensitive, minimum leverage ratio
requirement of 3%, as set by the PRA. This is calculated in accordance with the Commission Delegated Regulation (EU)
2015/62, published in January 2015, which implemented the revised Basel III 2014 exposure measure. Since 1 January 2016,
the minimum leverage ratio of 3% has been supplemented with an ALRB for G-SIIs and a CCLB, both of which are set at 35% of
the relevant buffers in the risk-weighted capital framework. As a result, at 1 January 2016, our minimum leverage ratio
requirement of 3% was supplemented with an ALRB of 0.2% and a CCLB which rounds to 0%.
Pillar 3 disclosure requirements
Pillar 3 of the Basel regulatory framework is related to market discipline and aims to make firms more transparent by requiring
publication, at least annually, of wide-ranging information on their risks, capital and management. Our Pillar 3 Disclosures 2015
are published on our website, www.hsbc.com, under Investor Relations.

HSBC HOLDINGS PLC

246

RWA movement by key driver basis of preparation and supporting notes

1. Foreign exchange movements


This is the movement in RWAs as a result of changes in the exchange rate between the functional currency of the HSBC
company owning each portfolio and US dollars, being our presentation currency for consolidated reporting. Our structural
foreign exchange exposures are managed with the primary objective of ensuring, where practical, that our consolidated capital
ratios and the capital ratios of individual banking subsidiaries are largely protected from the effect of changes in exchange
rates. This is usually achieved by ensuring that, for each subsidiary bank, the ratio of structural exposures in a given currency to
risk-weighted assets denominated in that currency is broadly equal to the capital ratio of the subsidiary in question. We hedge
structural foreign exchange exposures only in limited circumstances.
2. Acquisitions and disposals
This is the movement in RWAs as a result of the disposal or acquisition of business operations. This can be whole businesses
or parts of a business. The movement in RWAs is quantified based on the credit risk exposures as at the end of the month
preceding a disposal or following an acquisition.
3. Model updates

Financial Review

The causal analysis of RWA movements splits the total movement in IRB RWAs into six drivers, described below. The first four
relate to specific, identifiable and measurable changes. The remaining two, book size and book quality, are derived after
accounting for movements in the first four specific drivers.

Strategic Report

Credit risk drivers definitions and quantification

RWA changes are estimated based on the impact assessments made in the testing phase prior to implementation. These
values are used to simulate the effect of new or updated models on the portfolio at the point of implementation, assuming
there were no major changes in the portfolio from the testing phase to implementation phase.
RWA movement arising from portfolios moving from the standardised approach to the IRB approach are also allocated to this
driver. The RWA movement by key driver statement shows the increase in IRB RWAs, but does not show the corresponding
reduction in standardised approach RWAs as its scope is limited to IRB only.
The movement in RWAs is quantified at the date at which the IRB approach is applied, and not during the testing phase as with
a new/updated model.

Corporate Governance

RWA movements arising from the implementation of new models and from changes to existing parameter models are
allocated to this driver. This figure will also include changes which arise following review of modelling assumptions. Where a
model recalibration reflects an update to more recent performance data, the resulting RWA changes are not assigned here,
but instead reported under book quality.

4. Methodology and policy


This captures the effect on RWAs of changing the internal treatment of exposures. This may include, but is not limited to, a
portfolio or a part of one moving from an existing IRB model onto a standardised model, identification of netting and credit
risk mitigation.
External updates regulatory
This specifies the effect of additional or changing regulatory requirements. This includes, but is not limited to, regulatoryprescribed changes to the RWA calculation. The movement in RWAs is quantified by comparing the RWAs calculated for that
portfolio under the old and the new requirements.
5. Book size

Financial Statements

Internal updates

The RWA movement is quantified as follows:


RWA and EAD changes captured in the four drivers above are excluded from the total movements to create an adjusted
movement in EAD and RWA for the period.
The average RWA to EAD percentage is calculated for the opening position and is applied to the adjusted movement in
EAD. This results in an estimated book size RWA movement based on the assumption that the EAD to RWA percentage is
constant throughout the period.
As the calculation relies on averaging, the output is dependent upon the degree of portfolio aggregation and the number of
discrete time periods for which the calculation is undertaken. For each quarter of 2015 this calculation was performed for each

HSBC HOLDINGS PLC

247

Shareholder Information

RWA movements attributed to this driver are those we would expect to experience for the given movement in exposure,
as measured by EAD, assuming a stable risk profile. These RWA movements arise in the normal course of business, such as
growth in credit exposures or reduction in book size from run-offs and write-offs.

Report of the Directors: Capital / Corporate Governance


Appendix to Capital / Corporate Governance Report / Biographies

HSBC company with an IRB portfolio by global businesses, split by the main Basel categories of credit exposures, as described
in the table below:
CRD IV categories of IRB credit exposures within HSBC
Central governments and central banks

Corporates Other

Retail Qualifying revolving

Institutions

Retail Secured by real estate SME

Retail Other SME

Corporates SME

Retail Secured by retail estate non-SME

Retail Other non-SME

Corporates Specialised Lending

The total of the results is shown in book size within the RWA movement by key driver table.
6. Book quality
This represents RWA movements resulting from changes in the underlying credit quality of customers. These are caused
by changes to IRB risk parameters which arise from actions such as, but not limited to, model recalibration, change in
counterparty external rating, or the influence of new lending on the average quality of the book. The change in RWAs
attributable to book quality is calculated as the balance of RWA movements after taking account of all drivers described above.
The RWA movement by key driver statement includes only movements which are calculated under the IRB approach. Certain
classes of credit risk exposure are treated as capital deductions and therefore reductions are not shown in this statement. If
the treatment of a credit risk exposure changes from RWA to capital deduction in the period, then only the reduction in RWAs
would appear in the RWA movement by key driver tables. In this instance, a reduction in RWAs does not necessarily indicate
an improvement in the capital position.
Counterparty risk drivers definitions and quantification
The RWA movement by key driver for counterparty credit risk calculates the credit risk drivers 5 and 6 at a more granular level,
by using transaction level details provided by regional sites. Foreign exchange movement is not a reported layer for
counterparty risk drivers, as there is cross currency netting across the portfolio.
Market risk drivers definitions and quantification
The RWA movement by key driver for market risk combines the credit risk drivers 5 and 6 into a single driver called
Movements in risk levels.

HSBC HOLDINGS PLC

248

249

Secretary

254

Group Managing Directors

254

Corporate governance codes

256

Board of Directors

256

Board committees

262

Group Audit Committee

262

Group Risk Committee

266

Financial System Vulnerabilities Committee

268

Group Remuneration Committee

270

Nomination Committee

270

Conduct & Values Committee

272

Philanthropic and Community Investment


Oversight Committee

274

Chairmans Committee

274

Internal control

275

Going concern and viability

277

Employees

278

Employee relations

278

Diversity and inclusion

278

Employee development

278

Employment of disabled persons

278

Health and safety

278

Remuneration policy

279

Employee share plans

279

Other disclosures

280

Skills and experience: Douglas has extensive board-level


experience and knowledge of governance primarily gained
through membership of the boards of HSBC and BP plc
and his time as a partner of KPMG. He has considerable
knowledge of finance and risk management in banking,
multinational financial reporting, treasury and securities
trading operations and has chaired and been a member of
highly influential bodies which set standards for taxation,
governance, accounting and risk management. He joined
HSBC as Group Finance Director in 1995, which broadened
to that of Chief Financial Officer, Executive Director Risk and
Regulation.
He is a member of the Institute of Chartered Accountants
of Scotland and the Association of Corporate Treasurers
and also a Fellow of the Chartered Institute of Management
Accountants. In 2006, he was honoured with a CBE in
recognition of his services to the finance industry. Former
appointments include non-executive director and chairman
of the Audit Committee of BP plc and an independent
external member of the UK Governments Financial
Services Trade and Investment Board.

Share capital

281

Directors interests

282

Dividends and shareholders

283

2015 Annual General Meeting

Current appointments include: Douglas is Chairman of


the Institute of International Finance and serves on the
International Business Leaders Advisory Councils of the
mayors of both Beijing and Shanghai. At the invitation of
the Prime Minister he serves as a UK Business Ambassador.

Financial Review

Directors

Group Chairman
Appointed to the Board: December
1995. Group Chairman since December
2010.

Corporate Governance

249

Douglas Flint, CBE, 60

Stuart Gulliver, 56
Group Chief Executive
Appointed to the Board: May 2008.
Group Chief Executive since January
2011.

280

1 Appendix to Report of the Directors.

Corporate Governance
Report

Skills and experience: Stuart joined HSBC in 1980. He is a


career banker with over 35 years international experience.
He has held a number of key roles in the Groups operations
worldwide, including in London, Hong Kong, Tokyo, Kuala
Lumpur and the United Arab Emirates. Stuart played a
leading role in developing and expanding Global Banking
and Markets. Other former appointments include serving
as Chairman of Europe, Middle East and Global Businesses
and of HSBC Bank plc, HSBC Bank Middle East Limited,
HSBC Private Banking Holdings (Suisse) SA and HSBC France
and Deputy Chairman of HSBC Trinkaus & Burkhardt AG
and a member of its supervisory board. He was Head of
Global Banking and Markets; Co-Head of Global Banking
and Markets; Head of Global Markets; and Head of
Treasury and Capital Markets in Asia-Pacific.

The statement of corporate governance practices set


out on pages 249 to 335 and information incorporated by
reference constitutes the Corporate Governance Report
of HSBC Holdings. The reports of Board Committees are
contained within the Corporate Governance Report.

HSBC HOLDINGS PLC

249

Financial Statements

Corporate Governance Report

App1

Strategic Report

Directors
Page

Shareholder Information

Corporate Governance

Report of the Directors: Corporate Governance (continued)


Biographies

Current appointments include: Stuart is Chairman of The


Hongkong and Shanghai Banking Corporation Limited and
of the Group Management Board.

Laura Cha, GBS, 66


Independent non-executive Director
Appointed to the Board: March 2011

Phillip Ameen, 67
Independent non-executive Director
Appointed to the Board: January 2015
Chairman of the Philanthropic & Community Investment Oversight
Committee, member of the Conduct & Values Committee and the
Nomination Committee.

Skills and experience: Laura has extensive regulatory and


policy making experience in the finance and securities
sector in Hong Kong and mainland China. She is the
former Vice Chairman of the China Securities Regulatory
Commission. Other former appointments include serving as
a non-executive director of Bank of Communications Co.,
Ltd., Hong Kong Exchanges and Clearing Limited and Tata
Consultancy Services Limited. She also served as chair of
the University Grants Committee in Hong Kong and was
deputy chair of the Securities and Futures Commission in
Hong Kong.

Member of the Group Audit Committee.

Skills and experience: As a Certified Public Accountant with


extensive financial and accounting experience, Phil served
as Vice President, Comptroller, and Principal Accounting
Officer of General Electric Company (GE). Prior to joining
GE, he was a partner in KPMG. He also has a depth of
technical knowledge from his participation in accounting
standards setting. Other former appointments include
serving on the International Financial Reporting
Interpretations Committee of the International Accounting
Standards Board, the Accounting Standards Executive
Committee of the American Institute of Certified Public
Accountants and the Financial Accounting Standards Board
Emerging Issues Task Force, and he was Chair of the
Committee on Corporate Reporting of Financial Executives
International and a Trustee of the Financial Accounting
Foundation.

Current appointments include: Laura is non-executive


Deputy Chairman of The Hongkong and Shanghai Banking
Corporation Limited. She is Chairman of the Financial
Services Development Council, Hong Kong and a nonexecutive director of China Telecom Corporation Limited,
Unilever PLC and Unilever N.V.

Henri de Castries, 61

Current appointments include: Phillip is a non-executive


director of HSBC North America Holdings Inc., HSBC Bank
USA N.A., HSBC Finance Corporation and HSBC USA Inc. He
is also Chairman of Skyonic Corporation.

Independent non-executive Director


Appointed to the Board with effect
from 1 March 2016

Kathleen Casey, 49
Independent non-executive Director
Appointed to the Board: March 2014

Skills and experience: Henri has more than 25 years of


international experience in the finance industry. He joined
AXA in 1989 where his roles included responsibility for the
groups asset management, financial and real-estate
businesses, the oversight of North American and UK
operations, as well as the preparation and the execution of
all the major mergers and acquisitions undertaken by the
insurance group during the 1990s.

Member of the Group Audit Committee and the Financial System


Vulnerabilities Committee.

Skills and experience: Kathleen has extensive financial


regulatory policy experience. She is a former Commissioner
of the US Securities and Exchange Commission, acting as
the regulators principal representative in multilateral and
bilateral regulatory dialogues, the G-20 Financial Stability
Board and the International Organisation of Securities
Commissions. Other former appointments include serving
as a Staff Director and Counsel of the United States Senate
Committee on Banking, Housing, and Urban Affairs and
Legislative Director and Chief of Staff for a US Senator.

Current appointments include: Henri is Chairman and


Chief Executive Officer of AXA. He is also Chairman of the
French leading think-tank Institut Montaigne and of AXA
Hearts in Action, AXAs volunteer community outreach
programme. He also serves as a non-executive director of
Nestl S.A. and of the French National Foundation for
Political Science (FNSP). He is a member of the Advisory
Board of Tsinghua University School of Economics and
Management.

Current appointments include: Kathleen is chair of the


Alternative Investment Management Association and a
senior adviser to Patomak Global Partners and to a number
of public bodies in the US.

HSBC HOLDINGS PLC

250

Skills and experience: Rona has a background in


international industry, publishing, finance and general
management. She was a former chair and Chief Executive
Officer of the Financial Times Group Limited responsible
for its strategy, management and operations and was
Finance Director of Pearson plc with responsibility for the
finance function, global financial reporting and control,
tax and treasury. Other former appointments include
serving as an Executive Vice President, Strategy and Group
Control of Imperial Chemical Industries plc and Chairman
and director of Interactive Data Corporation. She was a
member of the board of the UK Governments Cabinet
Office and a non-executive director of The Economist
Newspaper Limited.

Skills and experience: Jonathan has extensive experience


in national security policy and operations. He was formerly
Director General of MI5 with responsibility for the
leadership, policy and strategy of the Security Service,
including international and domestic counter-terrorism,
counter-espionage and counter-proliferation activities and
cyber security. Jonathan has held various positions in the
UK Security Service over a 30-year career with responsibility
for the oversight of the Joint Terrorist Analysis Centre and
the Centre for the Protection of National Infrastructure and
attended the National Security Council.
Current appointments include: Jonathan is a director of
Ark Data Centres and serves in an advisory capacity to
various cybersecurity and technology companies.

Current appointments include: Rona is a non-executive


director of PepsiCo Inc. and chair of the BBC Trust. She
handed over her responsibility as chair of HSBC North
American Holdings Inc. to Heidi Miller on 1 January 2016
and will remain on its board as a non-executive director
until she retires from the HSBC Holdings Board on 22 April
2016.

Joachim Faber, 65
Independent non-executive Director
Appointed to the Board: March 2012

Sam Laidlaw, 60
Independent non-executive Director
Appointed to the Board: January 2008

Chairman of the Group Risk Committee.

Skills and experience: Joachim has experience in banking


and asset management with significant international
experience, having worked in Germany, Tokyo, New York
and London. He is a former Chief Executive Officer of Allianz
Global Investors AG and is a member of the management
board of Allianz SE. He spent 14 years with Citigroup Inc.,
holding positions in Trading and Project Finance and as
Head of Capital Markets for Europe, North America and
Japan. Other former appointments include serving as
chairman of various Allianz subsidiaries. He was previously
a member of the supervisory board and chairman of the
audit and risk committee of OSRAM Licht AG. He was
also a member of the German Council for Sustainable
Development and a member of the advisory board of the
Siemens Group Pension Board.

Chairman of the Group Remuneration Committee and the


Nomination Committee.

Skills and experience: Sam has international experience,


particularly in the energy sector, having had responsibility
for businesses in four continents. He is a qualified solicitor
with a Masters in Business Administration. Former
appointments include serving as Chief Executive Officer
of Centrica plc and the lead non-executive board member
of the UK Department for Transport. Sam was also an
Executive Vice President of Chevron Corporation and a
member of the UK Prime Ministers Business Advisory
Group.

Current appointments include: Joachim is Chairman of


the supervisory board of Deutsche Brse AG and of the
Shareholder Committee of Joh A. Benckiser SARL. He is an
independent director of Coty Inc. and a director of Allianz
France S.A.

Current appointments include: Sam is the chair of National


Centre for Universities and Business and Executive
Chairman of Neptune Oil & Gas Limited.

HSBC HOLDINGS PLC

251

Strategic Report

Member of the Financial System Vulnerabilities Committee and the


Nomination Committee.

Financial Review

Chairman of the Financial System Vulnerabilities Committee and a


member of the Conduct & Values Committee and the Philanthropic
& Community Investment Oversight Committee.

Corporate Governance

Independent non-executive Director


Appointed to the Board: March 2004.
She will retire from the Board at the
conclusion of the HSBC Holdings AGM
on 22 April 2016.

Financial Statements

Rona Fairhead, CBE, 54

Independent non-executive Director


Appointed to the Board: August 2013

Shareholder Information

Lord Evans of Weardale, 58

Report of the Directors: Corporate Governance (continued)


Biographies

appointments include serving as Deputy Governor of the


Bank of England and Permanent Secretary at the UK
Government Departments for Transport and Work and
Pensions and the Welsh Office. She was a non-executive
director of Reinsurance Group of America Inc. and The
Scottish American Investment Company PLC.

Irene Lee, 62
Independent non-executive Director
Appointed to the Board: July 2015

Current appointments include: Rachel is a non-executive


director of Arcus European Infrastructure Fund GP LLP,
and Heathrow Airport Holdings Limited. She is also a
non-executive director and chairman of the corporate
responsibility committee of Serco Group plc.

Skills and experience: Irene has over 30 years of finance


industry experience. She has held senior positions in
investment banking and fund management in the UK, USA
and Australia including Citibank and the Commonwealth
Bank of Australia. Other former appointments include
serving as a member of the Advisory Council of JP Morgan
Australia and the Australian Takeovers Panel.

Iain Mackay, 54
Group Finance Director
Appointed to the Board: December
2010

Current appointments include: Irene is Executive Chairman


of Hysan Development Company Limited. She is also a
non-executive director of The Hongkong and Shanghai
Banking Corporation Limited and Hang Seng Bank Limited.
She is a non-executive director of Cathay Pacific Airways
Limited, China Light & Power Holdings Limited and Noble
Group Limited.

Skills and experience: Iain joined HSBC in 2007 as Chief


Financial Officer of HSBC North America Holdings Inc.
He has extensive financial and international experience,
having worked in London, Paris, the US, Africa and Asia. Iain
is a member of the Institute of Chartered Accountants of
Scotland. Other former appointments include serving as a
director of Hang Seng Bank Limited, Chief Financial Officer,
Asia-Pacific, Vice President and Chief Financial Officer of GE
Global Consumer Finance and Vice President and Chief
Financial Officer of GE Healthcare Global Diagnostic
Imaging.

John Lipsky, 69
Independent non-executive Director
Appointed to the Board: March 2012

Member of the Group Risk Committee, the Nomination Committee


and the Group Remuneration Committee.

Current appointments include: Iain is Chairman of the


audit and risk committee of the British Heart Foundation.

Skills and experience: John has international experience


having worked for JPMorgan in Chile, New York, Washington
and London and interacted with financial institutions,
central banks and governments in many countries. He
served at the International Monetary Fund as First Deputy
Managing Director, Acting Managing Director and as Special
Adviser. Other former appointments include serving as a
trustee of the Economic Club of New York, and a Global
Policy Adviser for Anderson Global Macro, LLC and as
Chairman of the World Economic Forums Global Agenda
Council on the International Monetary System.

Heidi Miller, 62
Independent non-executive Director
Appointed to the Board: September
2014

Member of the Group Risk Committee.

Skills and experience: Heidi has extensive international


banking and finance experience. She is a former President
of International at JPMorgan Chase, and was responsible
for leading the global expansion and the international
business strategy across the investment bank, asset
management, and treasury and securities services divisions.
Former appointments include serving as non-executive
director of Merck & Co. Inc. and Progressive Corp.; Executive
Vice President and Chief Financial Officer of Bank One
Corporation; Senior Executive Vice President of Priceline.com
Inc.; and Executive Vice President and Chief Financial Officer
of Citigroup Inc.

Current appointments include: John holds a number of


senior appointments and advisory positions in international
economic research organisations.

Rachel Lomax, 70
Independent non-executive Director
Appointed to the Board: December
2008. Senior Independent nonexecutive Director since April 2015

Current appointments include: Heidi was appointed chair


of HSBC North American Holdings Inc. on 1 January 2016.
She is a non-executive director of First Data Corporation,
General Mills Inc. and advisory director of SRS
Acquiom LLC.

Chairman of the Conduct & Values Committee and a member of


the Group Audit Committee, Group Risk Committee and the
Nomination Committee.

Skills and experience: Rachel has experience in both the


public and private sectors and knowledge of the operation
of the UK government and financial system. Her former

HSBC HOLDINGS PLC

252

Group Chief Risk Officer


Appointed to the Board: January 2014

Pauline van der Meer


Mohr, 56
Independent non-executive Director
Appointed to the Board: September
2015

Skills and experience: Marc joined HSBC in 2005 as Chief


Financial and Risk Officer, Global Banking and Markets and
in December 2010 became Group Chief Risk Officer. He has
extensive risk management and financial experience. Marc
is a Fellow of the Institute of Chartered Accountants in
England and Wales. He was a European chief financial
officer at JP Morgan and an audit partner at
PricewaterhouseCoopers.

Strategic Report

Current appointments include: Jonathan is Chairman of


HSBC Bank plc, Innocoll AG and Proteus Digital Health Inc.
and is a non-executive director of Genomics England Limited.

Marc Moses, 58

Sir Simon Robertson, 74


Deputy Chairman
Appointed to the Board: January 2006.
Deputy Chairman since December
2010. He will retire from the Board at
the conclusion of the HSBC Holdings
AGM on 22 April 2016.

Current appointments include: Pauline is Chairman of the


supervisory board of EY Netherlands. She is also a member
of the supervisory boards of ASML Holding NV and Royal
DSM NV.

Member of the Group Remuneration Committee.

Skills and experience: Simon has a background in


international corporate advisory work with a wealth of
experience in mergers and acquisitions, merchant banking,
investment banking and financial markets. Other former
appointments include serving as non-executive chair
of Rolls-Royce Holdings plc, non-executive director of the
Royal Opera House Covent Garden Limited and NewShore
Partners Limited and trustee of the Eden Project Trust.

Paul Walsh, 60
Independent non-executive Director
Appointed to the Board: 1 January
2016

Current appointments include: Simon is the founding


member of Simon Robertson Associates LLP. He is a
non-executive director of Berry Bros. & Rudd Limited,
The Economist Newspaper Limited, Troy Asset
Management and is a director of Immodulon Therapeutics
Limited.

Corporate Governance

Skills and experience: Pauline has extensive legal and


human resources experience across a number of different
sectors, and contributed to the Dutch Banking Code
Monitoring Commission. Other former appointments
include serving as President of Erasmus University
Rotterdam, Senior Executive Vice President and Head of
Group Human Resources at ABN AMRO Bank NV, Group
Human Resources Director at TNT NV, HR Director,
Information Technology, Royal Dutch Shell Group and
Senior Legal Counsel, Shell International.

Financial Review

With effect from 1 January 2016: Member of the Group


Remuneration Committee and the Conduct & Values Committee.

Skills and experience: Paul has extensive international


business experience gained as Group Chief Executive of
Diageo plc for 12 years, having originally joined the Board
of its predecessor, Grand Metropolitan plc, in 1995. He was
also a non-executive director of Unilever PLC, United Spirits
Limited and Centrica plc. Paul is a Fellow of the Chartered
Institute of Management Accountants.

Jonathan Symonds, CBE, 56


Independent non-executive Director
Appointed to the Board: April 2014

Current appointments include: Paul is Chairman of


Compass Group PLC, Avanti Communications Group Plc
and Chime Communications Limited and a non-executive
director of FedEx Corporation, RM2 International S.A.
and Simpsons Malt Limited.

Chairman of the Group Audit Committee and a member of the


Conduct & Values Committee.

Shareholder Information

Skills and experience: Jonathan has extensive international


financial experience, having worked in the UK, US and
Switzerland. He served as Chief Financial Officer of Novartis
AG and AstraZeneca plc. Jonathan is a Fellow of the Institute
of Chartered Accountants in England and Wales. Other
former appointments include serving as partner and
Managing Director of Goldman Sachs, and a partner of
KPMG. He was a non-executive director and chair of the
Audit Committee of Diageo plc.

Financial Statements

Member of the Group Remuneration Committee.

HSBC HOLDINGS PLC

253

Report of the Directors: Corporate Governance (continued)


Biographies

Group Managing Directors

Former Director
Safra Catz, 54
Independent non-executive Director
Appointed to the Board: May 2008
Resigned from the Board: 31 December
2015

Mohammad Al Tuwaijri, 49
Deputy Chairman and Chief Executive, HSBC Bank Middle East
Limited

Mohammad joined HSBC in 2010 and became a Group


Managing Director on 1 February 2016. Former
appointments include: Group Head of Treasury and Head
of Risk Management at HSBC associate The Saudi British
Bank and Country Head of Saudi Arabia at JP Morgan
Chase.

Skills and experience: Safra has a background in


international business leadership, having helped transform
Oracle into the largest producer of business management
software and the worlds leading supplier of software for
information management.

Samir Assaf, 55

Current appointments include: Safra is joint Chief


Executive Officer of Oracle Corporation.

Chief Executive, Global Banking and Markets

Secretary

Samir joined HSBC in 1994 and became a Group Managing


Director in 2011. He is Chairman and non-executive
director of HSBC France, a director of HSBC Trinkaus &
Burkhardt AG and of HSBC Bank plc. He is Chairman of the
Global Financial Markets Association (GFMA). Former
appointments include: director of HSBC Global Asset
Management Limited and of HSBC Bank Egypt S.A.E.; Head
of Global Markets and Head of Global Markets for Europe,
Middle East and Africa.

Ben Mathews, 49
Group Company Secretary

Ben joined HSBC in June 2013 and became Group Company


Secretary in July 2013. He is a Fellow of the Institute of
Chartered Secretaries and Administrators. Former
appointments include: Group Company Secretary of
Rio Tinto plc and of BG Group plc.

Peter Boyles, 60
Chief Executive of Global Private Banking

Peter joined HSBC in 1975 and became a Group Managing


Director in 2013. He is Chairman of HSBC Private Bank
(Monaco) SA and was appointed a director of HSBC Global
Asset Management Limited on 26 March 2015. Former
appointments include: Chief Executive of HSBC France and
Continental Europe and a director of HSBC Bank plc; HSBC
Bank Malta p.l.c.; and of HSBC Trinkaus & Burkhardt AG.

Patrick Burke, 54
President and Chief Executive of HSBC US

Patrick joined HSBC in 1989 and became a Group Managing


Director on 1 August 2015. He is Chairman of HSBC Bank
USA, N.A., HSBC Finance Corporation, HSBC USA Inc. and
HSBC Global Asset Management (USA) Inc.

HSBC HOLDINGS PLC

254

Andy Maguire, 49

Chief Executive, Retail Banking and Wealth Management

Group Chief Operating Officer

John joined HSBC in 1989 and became a Group Managing


Director in 2013. He is a director of HSBC Private Banking
Holdings (Suisse) SA. Former appointments include: a
Director of HSBC Bank Canada; Chief of Staff to the Group
Chief Executive and Group Head of Strategy and Planning;
Chief Executive Officer HSBC Global Asset Management;
Group Treasurer; and Deputy Head of Global Markets.

Andy joined HSBC in November 2014 as Group Chief


Operating Officer and became a Group Managing Director
on 1 August 2015. Former appointments include Managing
Partner (UK and Ireland) of the Boston Consulting Group.

Strategic Report

John Flint, 47

Paulo Maia, 57

Pierre first joined HSBC in 2001 and became a Group


Managing Director on 1 August 2015. He is a director of
HSBC Bank Canada. Former appointments include: Global
Head of Communications; Head of Communications at
Zurich Insurance Group; and Head of Corporate
Development, Europe, Middle East and Global Businesses.

Antonio Simoes, 40
Chief Executive, HSBC Bank plc

Antonio joined HSBC in 2007 and became a Group


Managing Director on 1 February 2016. He is a director of
HSBC France. Former appointments include: Head of
RBWM, Europe; Chairman of HSBC Global Asset
Management (UK) Limited; and Group Head of Strategy &
Planning.

Pam Kaur, 52
Group Head of Internal Audit

Pam joined HSBC and became a Group Managing Director


in 2013. She is a co-opted member of The Institute
of Chartered Accountants in England & Wales. Former
appointments include: Global Head of Group Audit for
Deutsche Bank AG; Chief Financial Officer and Chief
Operating Officer, Restructuring and Risk Division, Royal
Bank of Scotland Group plc; Group Head of Compliance and
Anti-Money Laundering, Lloyds TSB; and Global Director of
Compliance, Global Consumer Group, Citigroup.

Peter Wong, 64
Deputy Chairman and Chief Executive, The Hongkong and
Shanghai Banking Corporation Limited

Peter joined HSBC in 2005 and became a Group Managing


Director in 2010. He is Chairman of HSBC Bank (China)
Company Limited and HSBC Bank Malaysia Berhad, and
a non-executive director of Hang Seng Bank Limited and
Bank of Communications Co., Ltd. He is also an
independent non-executive director of Cathay Pacific
Airways Limited. Former appointments include: Vice
Chairman of HSBC Bank (Vietnam) Ltd; director of HSBC
Bank Australia Limited; and director of Ping An Insurance
(Group) Company of China, Ltd.

Stuart Levey, 52
Chief Legal Officer

Shareholder Information

Stuart joined HSBC and became a Group Managing Director


in 2012. Former appointments include: Under Secretary for
Terrorism and Financial Intelligence in the US Department
of the Treasury; Senior Fellow for National Security and
Financial Integrity at the Council on Foreign Relations;
Principal Associate Deputy Attorney General at the US
Department of Justice; and Partner at Miller, Cassidy,
Larroca & Lewin LLP and Baker Botts LLP.

Corporate Governance

Group Head of Human Resources

Financial Statements

Paulo joined HSBC in 1993 and became a Group Managing


Director on 1 February 2016. Former appointments include:
Chief Executive of HSBC Bank Canada and HSBC Bank
Australia.

Pierre Goad, 54

Financial Review

Chief Executive, Latin America

HSBC HOLDINGS PLC

255

Report of the Directors: Corporate Governance (continued)


Corporate governance codes / Board of Directors

Corporate governance
codes

Board of Directors
The Board of Directors of HSBC Holdings (the Board) aims
to promote the long-term success of the Company and
deliver sustainable value to its shareholders.

HSBC is committed to high standards of corporate


governance.

Led by the Group Chairman, the Board sets the strategy


and risk appetite for the Group and approves capital and
operating plans presented by management for the
achievement of the strategic objectives. Implementation
of the strategy is delegated to the Group Chief Executive.

During 2015, HSBC complied with the applicable code


provisions of: (i) the UK Corporate Governance Code issued
by the Financial Reporting Council in September 2014; and
(ii) the Hong Kong Corporate Governance Code set out in
Appendix 14 to the Rules Governing the Listing of Securities
on The Stock Exchange of Hong Kong Limited. The UK
Corporate Governance Code is available at www.frc.org.uk
and the Hong Kong Corporate Governance Code is available
at www.hkex.com.hk.1

Directors
The names and brief biographical details of the Directors
are included on pages 249 to 254.

The Board has adopted a dealing code for transactions


in HSBC Group securities by Directors (Code for Dealing in
HSBC Group Securities). This code of conduct meets the
requirements of the FCA Listing Rules and the Rules
Governing the Listing of Securities on The Stock Exchange of
Hong Kong Limited, save that The Stock Exchange of Hong
Kong Limited has granted waivers from strict compliance
with the Rules which take into account accepted practices in
the UK, particularly in respect of employee share plans.
Following specific enquiry, each Director has confirmed
that he or she has complied with the code of conduct
throughout the year. All Directors are routinely reminded of
their obligations under the Code for Dealing in HSBC Group
securities.

Executive Directors
The Group Chairman, Group Chief Executive, Group
Finance Director and Group Chief Risk Officer are HSBC
employees.
Non-executive Directors
Non-executive Directors are not HSBC employees and
do not participate in the daily management of HSBC; they
bring an independent perspective, constructively challenge
and help develop proposals on strategy, scrutinise the
performance of management in meeting agreed goals and
objectives and monitor the Groups risk profile and the
reporting of performance. The non-executive Directors
bring a wide variety of experience from the public and
private sectors, including the leadership of large complex
multinational enterprises.
Non-executive Directors terms of appointment
The Board has determined the minimum time commitment
expected of non-executive Directors to be about 30 days per
annum. Time devoted to the Company could be considerably
more, particularly if serving on Board committees.
Non-executive Directors are appointed for an initial threeyear term and, subject to re-election by shareholders at
annual general meetings, are typically expected to serve
two three-year terms. The Board may invite a director to
serve additional periods. All Directors are subject to annual
election by shareholders.
Letters setting out the terms of appointment of each of the
non-executive Directors are available for inspection at the
Companys registered office in London.
Group Chairman and Group Chief Executive
The roles of Group Chairman and Group Chief Executive are
separate, with a clear division of responsibilities between
the running of the Board and the executive responsibility
for running HSBCs business. Descriptions of the roles
and responsibilities of the Group Chairman and the Group
Chief Executive are available at www.hsbc.com/abouthsbc/corporate-governance/board-committees. Their key
responsibilities are set out below.

_______________
1 The Group Risk Committee is responsible for the oversight of internal
control (other than internal control over financial reporting)
and risk management systems (Hong Kong Corporate Governance
Code provision C.3.3 paragraphs (f), (g) and (h)). If there were no
Group Risk Committee, these matters would be the responsibility of
the Group Audit Committee.

HSBC HOLDINGS PLC

256

During the year Irene Lee and Pauline van der Meer Mohr
were appointed to the Board. Additionally, Paul Walsh and
Henri de Castries have been appointed to the Board with
effect from 1 January 2016 and 1 March 2016 respectively.
Further details on Paul Walsh and Henri de Castries skills
and experience can be found in the biographies on pages
250 and 253.

Group Chairman Douglas Flint


Leads the Board and ensures its effectiveness
Develops relationships with governments, regulators and
investors
Leads the Groups interactions on matters of public policy and
regulatory reform with regard to the banking and financial
services industry

Powers of the Board

Maintains corporate reputation and character

Strategic Report

Key responsibilities

In particular, the Board may exercise all the powers of the


Company to borrow money and to mortgage or charge all
or any part of the undertaking, property or assets (present
or future) of HSBC Holdings and exercise any of the powers
conferred on it by the Companies Act 2006 and/or by
shareholders. The Board is able to delegate and confer on
any executive Director any of its powers, authorities and
discretions for such time and on such terms as it thinks fit.
In addition, the Board may establish any local or divisional
boards or agencies for managing the business of HSBC
Holdings in any specified locality and delegate and confer
on any local or divisional board, manager or agent so
appointed any of its powers, authorities and discretions
for such time and on such terms as it thinks fit. The Board
may also appoint any person or persons to be an agent of
HSBC Holdings and may delegate to any such person or
persons any of its powers, authorities and discretions on
such terms as it thinks fit.

Drives performance within strategic goals and commercial


objectives agreed by the Board with support from the Group
Management Board

Senior independent non-executive Director and


Deputy Chairman
Descriptions of the roles and responsibilities of the senior
independent non-executive Director and Deputy Chairman
are available at www.hsbc.com/about-hsbc/corporategovernance/board-committees. Their key responsibilities
are set out below.
Key responsibilities
Senior Independent non-executive Director Rachel Lomax
Acts as an intermediary for other non-executive Directors when
necessary.
Leads the non-executive Directors in the oversight of the Group
Chairman.

The Board delegates the day-to-day management of HSBC


Holdings to the Chief Executive Officer but reserves to itself
approval of certain matters including operating plans, risk
appetite and performance targets, procedures for
monitoring and controlling operations, credit, market risk
limits, acquisitions, disposals, investments, capital
expenditure or realisation or creation of a new venture,
specified senior appointments and any substantial change
in balance sheet management policy.

Deputy Chairman Sir Simon Robertson


Deputises for the Group Chairman at meetings of the Board
or shareholders and supports the Group Chairman in his role.

Appointment, retirement and re-election of Directors


The Board may at any time appoint any person who is
willing to act as a Director, either to fill a vacancy or as an
addition to the existing Board. The total number of
Directors shall not be less than five nor should it exceed 25.
Newly-appointed Directors retire at the Annual General
Meeting (AGM) following appointment and shall be eligible
for election. The Board may appoint any Director to hold
any employment or executive office and may revoke or
terminate any such appointment. Shareholders may, by
ordinary resolution, appoint a person as a Director or
remove any Director before the expiration of his or her
period of office. Under the UK Corporate Governance Code
all of the Directors are subject to annual re-election
by shareholders.

Board meetings
Seven Board meetings and four strategy meetings were
held in 2015. At least one Board meeting each year is held
in a key strategic location outside the UK. During 2015,
Board meetings were held in Hong Kong and mainland
China.
The table below shows each Directors attendance at
meetings of all Board and Committee meetings during
2015.
During 2015, the non-executive Directors and the senior
independent Director met regularly without the executive
Directors, including to appraise the Group Chairmans
performance.

HSBC HOLDINGS PLC

257

Corporate Governance

Develops Group strategy, in agreement with the Group


Chairman, for recommendation to the Board

Financial Statements

Develops, and delivers performance against, business plans

Shareholder Information

Group Chief Executive Stuart Gulliver

Financial Review

The Board is responsible for overseeing the management


of HSBC globally and, in so doing, may exercise its powers,
subject to any relevant laws and regulations and to the
Articles. The Board has adopted terms of reference which
are available at www.hsbc.com/about-hsbc/leadership. The
Board reviews its terms of reference annually.

Undertakes performance management of the Group Chief


Executive

Report of the Directors: Corporate Governance (continued)


Board of Directors

2015 Board and committee attendance


Financial
Group
System
Group Risk Remuneration Nomination Vulnerabilities
Committee
Committee Committee
Committee

Philanthropic
& Community
Conduct &
Investment
Values
Oversight
Committee
Committee

AGM

Board

Group Audit
Committee

Number of meetings held

10

10

Group Chairman
Douglas Flint

Executive Directors
Stuart Gulliver
Iain Mackay
Marc Moses

1
1
1

7
7
7

Non-executive Directors
Phillip Ameen
Kathleen Casey
Safra Catz1
Laura Cha
Lord Evans of Weardale
Joachim Faber
Rona Fairhead
Sam Laidlaw
Irene Lee2
John Lipsky
Rachel Lomax3
Heidi Miller
Sir Simon Robertson5
Jonathan Symonds
Pauline van der Meer Mohr4

1
1
1
1
1
1
1
1

1
1
1
1
1

7
7
7
7
7
7
7
7
3/3
7
7
7
7
7
2/2

7
7

10

10
10
10

10

10

10

4/5

4/5
5

5
2/2

3/3

2/2

4/5
5

5
3/5

3
3

1
2
3
4
5

Resigned from the Board 31 December 2015.


Appointed to the Board 1 July 2015.
Appointed to the Nomination Committee 24 April 2015.
Appointed to the Board 1 September 2015.
Resigned from the Financial System Vulnerabilities Committee and the Nomination Committee 24 April 2015.

Board balance and independence of Directors

The Board considers all of the non-executive Directors to be


independent. When determining independence the Board
considers that calculation of the length of service of a nonexecutive Director begins on the date of his or her election
by shareholders following appointment as a Director of
HSBC Holdings. Sam Laidlaw, has served on the Board for
more than seven years and Rona Fairhead and Sir Simon
Robertson have served on the Board for more than nine
years and, in that respect only, do not meet the usual
criteria for independence set out in the UK Corporate
Governance Code and the Hong Kong Corporate
Governance Code. The Board has determined Sam Laidlaw,
Rona Fairhead and Simon Robertson to be independent in
character and judgement, notwithstanding their length of
service, taking into account their continuing level of
constructive challenge of management and strong
contribution to Board discussions. Rona Fairhead and Sir
Simon Robertson will retire from the Board at the 2016
Annual General Meeting.

The Board comprises a majority of independent nonexecutive Directors. At the conclusion of the 2016 AGM, the
Board is expected to comprise 18 Directors (the Group
Chairman, the executive Directors and 14 independent
non-executive Directors). The size of the Board is
considered to be appropriate given the complexity and
geographical spread of the business and the significant
time demands placed on the Directors arising from the
various Board committees that exist to underpin the
Groups corporate governance framework.
The Nomination Committee regularly reviews the structure,
size and composition of the Board (including skills,
knowledge, experience, independence and diversity) and
makes recommendations to the Board with regard to
any changes.
The Board has adopted a policy on Board diversity which
is consistent with the Groups strategic focus on ethnicity,
age and gender diversity for the employee base. Further
information on the Board diversity policy can be found on
page 271.

The Board has concluded that there are no relationships or


circumstances which are likely to affect a non-executive
Directors judgement and any relationships
or circumstances which could appear to do so are not
considered to be material.

HSBC HOLDINGS PLC

258

Induction
Formal, tailored induction programmes are arranged for
newly appointed Directors. The programmes are based on
an individual Directors needs and vary according to the
skills and experience of each Director. Typical induction
programmes consist of a series of meetings with other
Directors and senior executives to enable new Directors to
familiarise themselves with the business. Directors also
receive comprehensive guidance from the Group Company
Secretary on Directors duties and liabilities.

Training and development


Training and development is provided for Directors.
Executive Directors develop and refresh their skills and
knowledge through day-to-day interactions and briefings
with senior management of the Groups businesses and
functions. Non-executive Directors have access to internal
training and development resources and personalised
training is provided, where necessary. The Chairman, with
support from the Group Company Secretary, regularly
reviews the training and development of each Director.

The Directors have free and open contact with management


at all levels. When attending Board offsite meetings and
when travelling for other reasons, non-executive Directors
are encouraged to take opportunities to visit local business
operations at first hand and to meet local management.
Role of the Group Company Secretary
All Directors have access to the advice and services of
the Group Company Secretary, who is responsible to
the Board for ensuring that Board procedures and all
applicable rules and regulations are complied with.

During the year, Directors received training on the following


topics:
The Volcker Rule covering the investment activities of
certain US banks;

Under the direction of the Group Chairman, the Group


Company Secretarys responsibilities include ensuring good
information flows within the Board and its committees and
between senior management and non-executive Directors,
as well as facilitating induction and assisting with
professional development as required.

UK Financial Services (Banking Reform) Act 2014


including the Senior Managers Regime; and

Strategic Report

The Board regularly reviews reports on performance


against financial and other strategic objectives, business
developments and investor and external relations. The
chairmen of Board committees report to each meeting of
the Board on the activities of the committees since the
previous Board meeting. The Board receives regular reports
and presentations on strategy and developments in the
global businesses and principal geographical areas. Regular
reports are also provided on the Groups risk appetite, top
and emerging risks, risk management, credit exposures and
the Groups loan portfolio, asset and liability management,
liquidity, litigation, financial and regulatory compliance and
reputational issues.

Financial Review

Information and support

Corporate Governance

The agenda and supporting papers are distributed in


advance of all Board and Board committee meetings to
allow time for appropriate review and to facilitate full
discussion at the meetings. All Directors have full and
timely access to all relevant information and may take
independent professional advice if necessary at HSBC
Holdings expense.

In accordance with the Rules Governing the Listing of


Securities on the Stock Exchange of Hong Kong Limited,
each non-executive Director determined by the Board to
be independent has provided an annual confirmation of his
or her independence.

The Group Company Secretary is responsible for advising


the Board on corporate governance matters.

Shareholder Information

The table below shows a summary of training and


development undertaken by each Director during 2015.

Financial Statements

the changing financial and regulatory reporting


landscape.

HSBC HOLDINGS PLC

259

Report of the Directors: Corporate Governance (continued)


Board of Directors

Training and development


Training areas
Regulatory
updates
Executive Directors
Douglas Flint
Stuart Gulliver
Iain Mackay
Marc Moses

Non-executive Directors
Phillip Ameen
Kathleen Casey
Safra Catz
Laura Cha
Lord Evans of Weardale
Joachim Faber
Rona Fairhead
Sam Laidlaw
Irene Lee
John Lipsky
Rachel Lomax
Heidi Miller
Sir Simon Robertson
Jonathan Symonds
Pauline van der Meer Mohr

Board performance evaluation

Financial
industry
developments

Corporate
Governance

Briefings on
Board committee
related topics

The findings of the 2014 review were presented to the


Board, an action plan developed and progress against these
actions reported to the Board during 2015. The themes
emerging from the 2014 review and the actions taken
included:

The Board is committed to regular evaluation of its own


effectiveness and that of its committees. In 2014, the
review of the effectiveness of the Board and its committees
was undertaken by Bvalco Ltd1, an independent third-party
firm.
2014 Review of Board effectiveness
Theme

Action taken

Harmonising interactions between Group and subsidiaries

The governance arrangements for the regional risk committees and


the audit committees for principal subsidiaries and certain global
businesses have been enhanced to provide better transparency in
the reporting of significant issues to the GAC and GRC and to provide
better communication between the committees.

Increasing diversity on the Board of Directors, consider recruitment of a


director with an Asian/Chinese business background

Irene Lee was appointed to the Board in July 2015.

Continuing efforts to balance the agenda at Board meetings, focusing on


priority strategic issues and in particular technology

Additional time has continued to be provided for the debate of these


issues at meetings. The Group Chief Operating Officer delivered
updates on the Groups global change programme priorities, and
the Chief Technology Officer also presented a new technology
strategy in 2015.

Allocating time in Board meetings to address the transition processes


relating to the Senior Managers Regime

Preparations for the Senior Managers Regime have become a


regular Board agenda item.

Senior Independent Director to build on relationships with regulators


and with all members of the Board

Meetings held with regulators, Board members and shareholders


during the period.

1 A legal firm which is engaged from time to time by the Company


to provide legal services holds a 20% shareholding in Bvalco Ltd.
Bvalco Ltd has confirmed that it does not have any other connection
with the Company.

HSBC HOLDINGS PLC

260

On several occasions during 2015, non-executive Directors,


including the senior independent non-executive Director,
chair of the Nomination Committee and chair of the
Remuneration Committee, met or corresponded with
institutional investors and their representatives to discuss
corporate governance topics and executive remuneration.

Evaluation of the individual performance of each executive


Director is undertaken as part of the performance
management process for all employees, the results of which
are considered by the Group Remuneration Committee when
determining variable pay awards each year.

As senior independent non-executive Director, Rachel


Lomax is available to shareholders should they have
concerns which cannot be resolved or for which such
contact would be inappropriate through the normal
channels of Group Chairman, Group Chief Executive, Group
Finance Director, Group Chief Risk Officer, or other
executives. Ms Lomax may be contacted through the Group
Company Secretary at 8 Canada Square, London E14 5HQ.

The non-executive Directors, led by the senior independent


non-executive Director, were responsible for the evaluation
of the performance of the Group Chairman.
The Board monitors the implementation of actions arising
from each performance evaluation.
It is the intention of the Board to continue to undertake an
evaluation of its performance and that of its committees and
individual Directors annually, with independent external
input to the process, as appropriate, at least every third year.
The 2015 performance evaluation review process is being
undertaken currently by the JCA Group, an independent
third-party firm.

Conflicts of interest, indemnification of


Directors and contracts of significance
The Board has adopted a policy and procedures relating
to Directors conflicts of interest and can determine the
terms of authorisation for such situations. Should they
arise, the Boards powers to authorise conflicts are
operating effectively and the procedures are being
followed. A review of situational conflicts which have been
authorised from time-to-time and the terms of those
authorisations are undertaken by the Board annually.

Relations with shareholders


All Directors are encouraged to develop an understanding
of the views of major shareholders. Non-executive
Directors are invited to attend analyst presentations and
other meetings with institutional investors and their
representative bodies. During the year, a corporate
governance seminar, hosted by the Group Chairman and
the principal committee chairs, was held in London to
which a number of institutional shareholders and their
representative bodies were invited.

The Articles of Association provide that Directors are


entitled to be indemnified out of the assets of HSBC
Holdings against claims from third parties in respect of
certain liabilities. All Directors have the benefit of directors
and officers liability insurance.

Shareholder Information

None of the Directors had, during the year or at the end


of the year, a material interest, directly or indirectly, in
any contract of significance with any HSBC company.

Strategic Report

The Groups shareholder communication policy is available


on www.hsbc.com/about-hsbc/corporate-governance/
corporate-governance-codes.

Financial Review

Evaluation of the individual performance of each nonexecutive Director is undertaken annually by the Group
Chairman. During this evaluation, the Group Chairman
discusses the individual contribution of the Director,
explores training and development needs, seeks input
on areas where the Director feels he or she could make
a greater contribution and discusses whether the time
commitment required of the Director can continue to
be delivered. Based upon their individual evaluation,
the Group Chairman has confirmed that all of the nonexecutive Directors continue to perform effectively,
contribute positively to the governance of HSBC and
demonstrate full commitment to their roles.

Corporate Governance

All executive Directors and certain other senior executives


hold regular meetings with institutional investors. The
Board receives a regular investor relations activity report
which provides feedback from meetings with institutional
shareholders and brokers, analysts forecasts, information
from research reports and share price performance data.
The Board also receives regular reports from its corporate
brokers.

Financial Statements

Director performance evaluation

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261

Report of the Directors: Corporate Governance (continued)


Board committees

Board committees
HSBC Holdings plc
Board of Directors

Group Risk
Committee
Non-executive responsibility for
high level risk-related matters
and risk governance.

Financial System
Vulnerabilities Committee
Non-executive responsibility for
(i) controls and procedures to
identify areas where HSBC and the
financial system more broadly may
become exposed to financial crime
or system abuse, and (ii) HSBCs
policies and procedures to ensure
the continuing obligations to
regulatory and law enforcement
agencies are met.

Group Audit
Committee

Group Remuneration
Committee

Non-executive responsibility for


matters relating to financial
reporting and internal controls
over financial reporting.

Non-executive responsibility for


setting the overarching principles,
parameters and governance
framework of the Groups
remuneration policy and the
remuneration of senior executives.

Philanthropic &
Community Investment
Oversight Committee

Conduct & Values


Committee
Non-executive responsibility for
HSBCs policies, procedures and
standards to ensure that the
Group conducts business
responsibly and consistently
adheres to HSBC Values.

Non-executive responsibility for


HSBCs philanthropic and
community investment activities in
support of the Groups corporate
sustainability objectives.

Nomination
Committee
Responsibility for identifying
and nominating candidates for
appointment by the Board.

Chairmans
Committee
Acts on behalf of the Board
between scheduled Board
meetings to facilitate ad hoc
business requiring Board approval.

Group Audit Committee

The Board has established a number of committees


consisting of Directors, Group Managing Directors and, in
the case of the Financial System Vulnerabilities Committee
and the Philanthropic & Community Investment Oversight
Committee, co-opted non-director members. The key
roles of the Board committees are described above. The
Chairman of each non-executive Board committee gives an
oral report at each meeting of the Board on the activities
of the committee since the previous Board meeting.

I am pleased to present the 2015 report of the Group Audit Committee


(GAC).
The GAC has been very active during 2015, successfully completing the
transition of the external auditor to PwC, who formally took office
during the year. The GAC has instituted a process across the Group
Committees to ensure clarity of accountability and an enhanced
reporting protocol with the audit committees of the Groups major
operating subsidiaries. This ensures clear lines of accountability at a
Group, regional, country and business line level. In addition to financial
reporting the GAC has taken accountability for recovery and resolution
planning.
During the year the GAC has closely monitored the transition to the
Committee of Sponsoring Organisations of the Treadway Commission
2013 (COSO) internal control framework as detailed in this report. The
completion of this transition, which has occupied a considerable
amount of time, and the remediation of entity level controls has
supported the Boards ability to assess the effectiveness of the system
of internal controls over financial reporting as detailed more fully on
page 277. The GAC also considered the enhanced governance
requirements associated with a new regulatory requirement for a
viability statement, as now set out on page 277 of this Report.
In 2016, the GACs work will include overseeing improvements to the
internal control framework and environment over financial reporting, the
controls around the Groups resolution and recovery plans, as well as the
ring fencing of the retail banking operations in the UK. We will continue
working closely with the Group Risk Committee including where necessary,
joint meetings, to ensure continued alignment of our respective
accountabilities.
I should like to thank members of the Committee, Internal Audit and PwC,
as well as management, for their assistance and expertise during the year.
Jonathan Symonds Chairman
Group Audit Committee
22 February 2016

The Group Management Board (GMB), chaired by the Group


CEO, is a management forum providing recommendations
and advice requested by the Group CEO, to assist him in his
management of the day-to-day operations of HSBC Holdings
plc and its subsidiaries pursuant to the authority delegated
to him by the Board of Directors.
The Group Chief Risk Officer, operating under the delegated
authority of the Group CEO, chairs regular Risk Management
Meetings of the GMB (RMM). The RMMs provide strategic
direction and oversight of enterprise-wide management of
all risks and establish, maintain and periodically review the
policy and guidelines for the management of risk within the
Group.

HSBC HOLDINGS PLC

262

Based upon a review that has been undertaken, the Board


has confirmed that it is satisfied that each member of the
GAC is independent according to SEC criteria, may be
regarded as audit committee financial experts for the
purposes of section 407 of the Sarbanes-Oxley Act and has
recent and relevant financial experience for the purposes
of the UK and Hong Kong Corporate Governance Codes.
The Committee has complied with the relevant parts of the
Competition and Markets Authority Final Order on the
statutory audit market for the year ended 31 December
2015.

The annual forum for the chairs of the major subsidiary


audit and risk committees was held in June 2015 which
resulted in an enhanced reporting protocol, providing
clearer understanding of the roles and lines of accountability
at Group, regional, country and business line levels. The
operation of this enhanced engagement protocol will be
closely monitored during 2016 and reviewed at the next
annual forum.

Role and responsibilities

How the Committee discharged its responsibilities

The role and responsibilities of the GAC are set out in its
terms of reference which can be found on our website at
www.hsbc.com/about-hsbc/corporate-governance/boardcommittees.

Financial reporting

The key areas of responsibility for the GAC include:

The GAC reviewed HSBCs financial and accounting


judgements and their application to the quarterly and
annual reporting of the Groups activities and financial
performance. In addition, the GAC reviewed the external
analysts presentations and the key financial metrics
included in the 10 strategic actions, particularly the
planning of risk-weighted assets.

The table on page 265 shows the key areas considered


during the year and the action taken.

monitoring the integrity of financial statements;


overseeing the internal controls systems relating to
financial reporting;
monitoring and reviewing the effectiveness of the
Global Internal Audit function;

The legal and regulatory environment was monitored


and consideration given to changes in law, regulation,
accounting policies and practices including developments
in programmes to implement IFRS 9 Financial Instruments
and Basel III/CRD IV.

reviewing the Companys financial and accounting


policies and practices;
oversight and remuneration of the external auditor
and making recommendations to the Board on the
appointment of the external auditor; and

Strategic Report

Jonathan Symonds (Chairman)


Phillip Ameen
Kathleen Casey
Rachel Lomax

Financial Review

The GAC worked closely with the Group Risk Committee


(GRC) and met jointly during 2015 to define and draw out
areas of commonality between the GAC and the GRC and
thereby avoid duplication between the two committees.
From this work, it was concluded that the GAC would have
accountability for recovery and resolution planning. The
GRC has accountability for data integrity and quality, stress
testing and the operational risk framework, which is a
critical part of the internal control framework.

Corporate Governance

Members

Governance
During 2015, the GAC held seven meetings, including a
joint meeting with GRC. Attendance of the current GAC
members is set out in the table on page 258. The Group
Finance Director, Group Chief Accounting Officer, Group
Head of Internal Audit and other members of senior
management attended meetings of the GAC, by invitation,
to contribute to the discussions relating to their respective
areas of expertise. The external auditor, PwC, also attended
all meetings and in camera sessions with internal and
external audit were held at every meeting. The Chairman
of the GAC had regular meetings with a number of the
attendees separately to discuss agenda planning and
specific issues as they arose during the year. The GAC
Chairman reported matters of significance to the Board
after each meeting and the minutes of the GAC meetings
were made available to all Board members.

The GAC reviewed the Groups system of internal control


over financial reporting and the developments affecting it
over the course of 2015. The GAC considered the process
used to evaluate the effectiveness of the system,
overseeing the transition by management to the COSO
framework. The transition included a comprehensive
programme of upgrades across all entity level controls. This
work focused on those entity level controls that did not
meet the required standards and the GAC received
progress updates from management at each meeting. In
addition, particular emphasis was given to the remediation
of controls over access management in IT and the financial
controls necessary to mitigate the impact on financial
reporting. Applying this new framework, the GAC assessed
the effectiveness of the internal control system over
financial reporting as part of the Boards overall
assessment of internal controls. The Boards assessment
can be found on page 275 under the heading Internal
Control.

During 2015, an accounting and control maturity map was


developed as a means of focusing accountabilities across
the various Board Committees and to allow the escalation
of issues relating to financial reporting or internal controls.

HSBC HOLDINGS PLC

263

Shareholder Information

Pursuant to the requirement of section 404 of the SarbanesOxley Act, the Group undertook an annual assessment of the
effectiveness of internal control over financial reporting.

Financial Statements

Internal control and risk management

reviewing with management steps for recovery and


resolution planning.

Report of the Directors: Corporate Governance (continued)


Board committees

Internal Audit

The fees paid to PwC for the year ended 31 December 2015
amounted to $98.4m of which $35m was payable in respect
of non-audit services. Non-audit services accounted for
35.6% of the total fees payable. All non-audit services
provided by PwC during 2015 were pre-approved by the
GAC in accordance with the audit independence policy. The
policy provides a framework for confirming that services do
not create a mutual or conflicting interest and to not place
PwC in the position of auditing their own work.

The GAC approved Internal Audits annual plan, resource


and budget, and considered the performance of the Group
Head of Internal Audit. As this role reports to the Chairman
of GAC, frequent meetings were held during the year. The
GAC regularly met with the Group Head of Internal Audit
without the presence of management.
The GAC annually assesses the performance and
effectiveness of the Global Internal Audit function. The
GACs effectiveness review encompassed the scope of the
functions work and the adequacy of the skills of its team.
The GAC considered that the Global Internal Audit function
remained effective. The Global Internal Audit Charter is
available on the HSBC website at www.hsbc.com/investorrelations/governance/internal-control.

A further breakdown of the fees paid to the auditors for


each of the last three financial years can be found in Note 7
on the Financial Statements.
The GAC considered PwC to be independent and PwC,
in accordance with professional ethical standards, has
provided the GAC with written confirmation of its
independence for the duration of the financial year
ended 31 December 2015.

During the year, work was undertaken to streamline Global


Internal Audit reporting across committees and to ensure
key thematic issues were appropriately highlighted.
These items included, for example, entity level controls
remediation, financial crime compliance project execution
and systems and data security. Enhancement was also
made to the management information in relation to audit
conclusions and the tracking-to-resolution of outstanding
audit recommendations. This enhancement better aligned
audit recommendations to the individual accountabilities of
senior managers.

The GAC has therefore recommended to the Board that


PwC be re-appointed as the auditors. Resolutions concerning
the re-appointment of PwC and their audit fee for 2016 will
be proposed to shareholders at the 2016 AGM.
Whistleblowing

Additional resources were granted to internal audit during


the year to increase assurance to all the Board committees
on the execution of critical projects.

The GAC and the Conduct & Values Committee are


responsible for reviewing the Groups whistleblowing
procedures. The GAC received regular updates on concerns
raised under these procedures which related to accounting,
internal accounting controls or auditing matters, as well as
management actions taken in response.

External audit

Ongoing development

Following a competitive tender process undertaken in


2013, PricewaterhouseCoopers LLP (PwC) was formally
appointed as the Groups external auditors at the 2015
AGM. The GAC met privately with the external auditor
whilst the GAC Chairman maintained regular contact with
the audit partner throughout the year.

Throughout the year, the GAC received presentations


on a range of topics including IFRSs financial accounting
developments, new reporting requirements and briefings
on developments in the regulatory environment.
Committee effectiveness
The effectiveness of the GAC was evaluated as part of
the overall performance evaluation of the Board.

The GAC reviewed PwCs audit approach and strategy for


2015.
Governance structure for the oversight of financial reporting
Authority

Membership

Responsibilities include:

Board

Executive and non-executive Directors

Financial reporting
Appointing senior financial officers

Disclosure Committee

The Groups Finance Director, Chief Risk


Reviewing the Groups material communications with
Officer, Chief Legal Officer, Chief Accounting
investors
Officer, Company Secretary, Chief Operating Assisting the Group Chief Executive and Group Finance
Officer, Head of Investor Relations, Head of
Director to discharge their obligations relating to financial
Communications and Head of Strategy and
reporting under the Securities Exchange Act of 1934
Planning
Monitoring and reviewing the effectiveness of controls and
procedures established to ensure that information is disclosed
appropriately and on a timely basis
Reporting findings and making recommendations to the Group
Chief Executive, Group Finance Director and the GAC

Major operating
subsidiaries audit
committees (or
equivalent)

Independent non-executive directors and/or


HSBC Group employees with no line of
functional responsibility for the activities of
relevant subsidiary or global business, as
appropriate

Providing twice yearly assurance to the GAC on financial


statements and internal controls over financial reporting of
relevant subsidiaries or businesses, as requested
Regular reporting to the GAC in connection with any material
issues regarding controls over financial reporting

HSBC HOLDINGS PLC

264

GAC closely monitored the transition to the COSO Internal control framework. The transition involved a
comprehensive programme of upgrading entity level controls.

Controls over IT access


management

A significant issue for the GAC in 2015 was the tracking of progress over access rights to operating systems,
applications and data used in the financial reporting process. This was an area identified by Internal Audit as
requiring improvement and a substantial programme of work has been under way involving HSBC Operations,
Services and Technology and Finance functions.

Hedge accounting review

GAC has overseen remediation work to address issues identified in relation to certain hedge accounting
activities in a number of countries.

Significant accounting judgements considered during 2015 included:


Key area

Action taken

Appropriateness of
provisioning for legal
proceedings and
regulatory matters

The GAC received reports from management on the recognition and amounts of provisions, the existence of
contingent liabilities, and the disclosures relating to provisions and contingent liabilities for legal proceedings
and regulatory matters. Specific areas addressed included provisioning arising from investigations by US
regulators and law enforcement agencies relating to trading activities in the foreign exchange market and
competition law investigations relating to foreign exchange trading activities in a number of jurisdictions. The
GAC also considered managements judgements regarding provisions and contingent liabilities in connection
with investigations of HSBCs Swiss Private Bank by a number of tax administration, regulatory and law
enforcement authorities, and the measurement of the provision in relation to US Securities litigation (Jaffe).

Quarterly and annual


reporting

The GAC reviewed key judgements in relation to the quarterly and annual reporting. In addition, the GAC
considered external analysts presentations and other key financial metrics included in the 10 strategic actions.

Loan impairment,
allowances and charges

The GAC reviewed loan impairment allowances for personal and wholesale lending. Significant judgements and
estimates for personal lending included a review of loss emergence periods across the retail loan portfolios. For
wholesale lending, the effects on potential wholesale loan impairments of lower oil and gas prices, the VW
vehicle emissions scandal, and trends in economic factors affecting credit quality in mainland China were
considered, along with judgemental allowance adjustments for economic factors and notable individual cases
of impairment. In particular, the GAC considered managements judgements and assumptions informing the
recognition of a judgemental collective impairment allowance for oil and gas exposures, additional to
impairment allowances recognised for individual identified cases, as at 31 December 2015.

Valuation of financial
instruments

The GAC reviewed the key valuation metrics and judgements involved in the determination of fair value of
financial instruments. The GAC considered the valuation control framework, valuation metrics, significant
year-end judgements and emerging valuation topics.

Viability statement

The Directors now have an obligation under the UK Corporate Governance Code to state whether they
believe the Group and parent company will be able to continue in operation and meet liabilities as they fall
due over the next three years. During the year, the GAC considered the enhanced governance requirements
surrounding the publication of the Viability Statement.

UK customer remediation

The GAC considered the provisions for redress for mis-selling of payment protection insurance (PPI) policies,
in the UK, including managements judgements regarding the effect of the proposed time-bar for claims, on
which the UK Financial Conduct Authority (FCA) is to consult. The GAC also considered the implications of the
2014 UK court case (Plevin) for the non-disclosure of levels of commission in relation to the historical sales of
PPI products, and liabilities in respect of breaches of the UK Consumer Credit Act.

Bank of Communications
Co., Limited (BoCom)
impairment testing

During the year the GAC considered the regular impairment reviews of HSBCs investment in BoCom and
managements conclusions that the investment is not impaired. When testing investments in associates for
impairment, IFRS require the carrying amount to be compared with the higher of fair value and value in use.
The GAC reviewed a number of aspects of managements work in this area including the sensitivity of the result
of the impairment review to estimates and assumptions of projected future cash flows and the discount rate.

Goodwill impairment
testing

The GAC noted that no impairment was identified as a result of the annual goodwill impairment test as at 1 July
2015. However, the review for indicators of impairment as at 31 December 2015 identified indicators of
impairment which resulted in a formal re-test of GPB Europe and GB&M North America. The results for these
CGUs are sensitive to key assumptions and are subject to enhanced disclosure.

Recognition of deferred
tax assets

In considering the recoverability of the Groups deferred tax assets, the GAC reviewed the recognition of
deferred tax assets in the US and Brazil and the associated projections of future taxable income.

HSBC HOLDINGS PLC

265

Financial Review

Implementation of COSO
Framework

Corporate Governance

Overseeing and assessing the effectiveness of PricewaterhouseCoopers LLP during its first year as the Groups
external auditor. In assessing the effectiveness of the external auditor an audit assessment questionnaire is
used to obtain feedback on the audit process. In addition, an assessment against best practice is undertaken.
The assessment focuses on the overall audit process, its effectiveness and the quality of output.

Financial Statements

Action taken

External auditor

Shareholder Information

Key area

Strategic Report

Principal activities undertaken during 2015 include:

Report of the Directors: Corporate Governance (continued)


Board committees

Group Risk Committee

All of HSBCs activities involve the measurement,


evaluation, acceptance and management of risk or
combinations of risks. The Board, advised by the GRC,
requires and promotes a strong risk governance culture
which shapes the Groups attitude to risk. The Board
and the GRC oversee the maintenance and development
of a strong risk management framework by continually
monitoring the risk environment, top and emerging risks
facing the Group and mitigating actions planned and taken.

I am pleased to present the 2015 report of the Group Risk


Committee (GRC). 2015 was a particularly busy year for the
GRC. In addition to its regular reviews of the Groups risk map,
risk appetite and top and emerging risks, the GRC focused on the
management of current and forward-looking risks, programmes
to implement comprehensive reforms to the ways financial crime
compliance is managed and the execution of Global Standards.
The GRC has closely monitored the strengthening of the risk
framework for managing and mitigating operational risk, as this
now represents a greater proportion of the Groups capital
demands.
The GRC held three additional meetings during the year
dedicated to reviewing the results of BoEs stress tests, reviewing
the lessons learned from the BoE and internal stress testing
exercises and proposals for enhancing the Groups stress testing
capability.
During the year, the GRC also reviewed managements
assessment of information security, cyber-crime and data
management risks and managements mitigating actions.
Like the Group Audit Committee, the GRC has taken steps to
enhance its governance arrangements with the regional and
business risk committees to ensure closer interaction and
dialogue across the Group.
I should like to thank my colleagues on the Committee and senior
management for their contribution to the Committees activities.

Oversight of specific areas of risk is undertaken by the


Conduct & Values Committee (page 272) to ensure that
HSBC conducts business responsibly and consistently
adheres to HSBC Values and by the Financial System
Vulnerabilities Committee (page 268) for matters relating
to anti-money laundering, sanctions, terrorist financing and
proliferation financing. Both committees regularly update
the GRC on their responsibilities.
The GRC, together with the GAC, has set core terms of
reference for subsidiary company non-executive risk and
audit committees.
During 2015, the GRC held 10 meetings and attendance of
the current GRC members is set out in the table on page
258. The Group Chief Risk Officer, Group Finance Director,
Chief Legal Officer, Group Head of Internal Audit, Global
Head of Regulatory Compliance, Global Head of Financial
Crime Compliance and other members of senior
management attended meetings of the GRC by invitation
to contribute to discussions relating to their respective
areas of expertise. The Chairman of the GRC had meetings
with a number of these attendees separately to discuss
specific issues.

Joachim Faber Chairman


Group Risk Committee
22 February 2016

Members
Joachim Faber (Chairman)
John Lipsky
Rachel Lomax
Heidi Miller

The GRC has worked closely with the GAC to ensure that
any areas of significant overlap are appropriately addressed.
The GRC and the GAC met jointly during 2015 to address
areas of commonality between the committees and to
avoid unnecessary duplication. The committees also
discussed the importance of building strong alignment
with the major regional and global business risk and audit
committees and implemented proposals to improve intercommittee communication.

Role and responsibilities


The role and responsibilities of the GRC are set out in its
terms of reference. Its terms of reference can be found on
our website at http://www.hsbc.com/abouthsbc/corporate-governance/board-committees.
The key areas of responsibility for the GRC include:

A forum for the chairs of the major regional and global


businesses audit and risk committees was held in June
2015 which resulted in an enhanced reporting protocol,
providing clearer lines of accountability at Group, regional,
country and business line levels. The operation of this
enhanced protocol will be closely monitored during the
year and reviewed at the next annual forum.

advising the Board on high-level risk-related matters


and risk governance, including current and forward
looking risk exposures, future risk strategy and
management of risk within the Group;
advising the Board on risk appetite and risk tolerance;
reviewing the effectiveness of the Groups risk
management systems framework and internal control
systems (other than internal financial control systems
which is the responsibility of the GAC);

The GRC met with the Group Chief Risk Officer and Group
Head of Internal Audit without the presence of management.
The GRC Chairman reported matters of significance to the
Board after each meeting and the minutes of the meetings
were made available to all Board members.

monitoring executive control and management of risk


including top and emerging risks; and
advising the Group Remuneration Committee on the
alignment of remuneration with risk appetite.

How the Committee discharged its responsibilities


The GRC reviewed the Group Risk Appetite Statement, the
risk map (which describes the Groups risk profile by risk
type across the global businesses) and monitored the top
and emerging risks (together with mitigating actions for
identified risks) with management at each of its meetings.

Governance
The GRC has overall non-executive responsibility for the
oversight of risk across the Group.

HSBC HOLDINGS PLC

266

A particular focus for the GRC during 2015 was the Groups
exposure to execution risk. Regular reports were received
from the Group Chief Operating Officer, who attended
the GRC meetings, updating the GRC on the status of the
Groups highest priority programmes and mitigating
measures being put in place to manage the identified risks
appropriately.

Ongoing development
Throughout the year, the GRC received presentations on
a range of topics, including Volcker Rule governance and
briefings on developments in the regulatory environment.

In addition to addressing the matters noted above, the GRC


focused on a number of key areas including those set out in
the table below.

Strategic Report

The GRC requested reports and updates from management


on risk-related issues identified for in-depth consideration
and received regular reports on matters discussed at the
RMM. In addition, during 2015 the GRC invited senior
management from the global businesses to present their
respective risk control frameworks. The GRC welcomed, as
a result, the enhanced discussions on the risk environment
and will continue this cycle of presentations throughout
2016.

Financial Review

internal financial control systems, which covered by the


GAC) and the developments affecting them over the course
of 2015. In carrying out its review, the GRC received regular
business and operational risk assessments, regular reports
from the Group Chief Risk Officer and the Group Head of
Internal Audit, reports on the annual reviews of the risk
control framework of the global businesses which cover all
internal controls, half yearly confirmations to the GRC from
risk committees of principal subsidiary companies and
reports confirming if there have been any material losses,
contingencies or uncertainties caused by weaknesses in
internal controls. In light of these findings, the GRC
assessed the statement of internal controls systems prior
to its endorsement by the Board. The Boards assessment
as to the effectiveness of the system can be found on
page 275 under the heading Internal Control.

Page 102 provides further information on the top and


emerging risks, the risk map and the risk appetite for the
Group.

Committee effectiveness
The effectiveness of the GRC was evaluated as part of the
overall performance evaluation of the Board.

Internal control and risk management

Action taken

The Group Risk Appetite


Statement (RAS) and
monitoring of the Group
risk profile against the
RAS

The GRC reviewed management proposals for revisions to the Group RAS metrics for 2015. Following review,
the Committee recommended the Group RAS, which contained a number of refinements including the cost
efficiency, common equity tier 1 capital and sovereign exposure ratio, to the Board.
The GRC regularly reviews the Groups risk profile against the key performance metrics set out in the RAS. It
reviewed managements assessment of risk and provided scrutiny of managements proposed mitigating actions.

BoE stress test

The GRC monitored the BoE stress testing exercise and reviewed the results of stress testing prior to submission
to the regulator. It received reports over the course of the BoE stress testing exercise and met three times
during the year solely to consider stress testing related matters.
Top and emerging risks were reviewed at every GRC meeting and areas identified where management needed
to assess vulnerabilities via stress testing.
The GRC oversaw a review of the lessons learned from this stress testing exercise and proposals for enhancing
the Groups stress testing capability. Internal Audit assessed progress on the regulatory stress tests programmes
and reported its conclusions and recommendations to the GRC.

Execution risk

Execution risk is the risk relating to the delivery of the Group strategy and the progress and status of high
priority programmes is a standing agenda item for the GRC. Monitoring of this risk and challenging managements
assessment of execution risk and corresponding mitigating actions remain a priority for the GRC.
In addition to the regular reports received and deep-dive reviews conducted on specific issues identified, the
GRC requested reports from Internal Audit on the themes identified during the course of its work.

Legal and regulatory


risks

The GRC received regular reports on legal and regulatory risks, reviewed management actions to mitigate these
risks and considered the potential impact of future developments in this area on the Group. In 2015, these
included reports concerning risks related to investigations of HSBCs Swiss Private Bank by a number of tax
administration, regulatory and law enforcement authorities.

IT and data-related risks

During the year, the GRC considered a number of IT and data-related risks including internet crime and fraud,
data management and aggregation, and information security. The GRC reviewed managements assessment of
these risks and management actions to mitigate them.
IT and data-related risks are expected to remain an area of focus for the GRC during the course of 2016.

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267

Financial Statements

Key area

Shareholder Information

Principal activities and significant issues considered include:

Corporate Governance

The GRC reviewed the Groups risk management


framework and system of internal control (other than

Report of the Directors: Corporate Governance (continued)


Board committees

Geopolitical risk

The GRC received regular reports on geopolitical risks including the crises in the Middle East, slowdown in
mainland China and redenomination risk of Greece exiting the eurozone. Management provided regular updates
on the implementation of mitigating actions in response to these matters which included the augmentation of
anti-money laundering, sanctions and financial crime compliance controls. The GRC also held a joint meeting
with the GAC which focused on areas of mutual interests including entity level controls, operational risk and
subsidiary governance.

Further information on the identification, management and mitigation of our material risks types, and on our top and emerging risk is provided
on pages 105 and 110, respectively.

Financial System Vulnerabilities Committee

Members

I am pleased to present the 2015 report of the Financial System


Vulnerabilities Committee (FSVC). The FSVC oversees the
implementation by management of policies aimed at mitigating
financial crime and system abuse risks which HSBC faces in the
execution of its strategy. In doing so, it provides thought
leadership, governance, oversight and policy guidance over the
framework of controls and procedures which has been designed
to address these risks to which HSBC and the financial system
more broadly, may be exposed.
In 2015, the FSVC continued to focus on the controls and
procedures which underpin Global Standards and mitigate our
financial crime risks. The interactions with the Monitor1 have
been a key part of the FSVCs agenda as the Committee
continues to oversee the compliance-related initiatives being
implemented by the Group to address its obligations under its
Deferred Prosecution Agreement (US DPA), and the Monitor
and his team have attended a number of FSVC meetings during
the course of the year. These meetings have also included
private meetings with the non-executive members of the FSVC.
Other areas of focus have included oversight of HSBCs cyber
security framework and monitoring significant developments in
the information security environment and the sanctions control
framework in the light of heightened geopolitical risk. During
2015, the FSVC has taken a more holistic approach to identifying
potential financial crime compliance (FCC) issues. The heads of
business units and country heads have routinely been invited to
meetings to provide insights on the implementation of Global
Standards and key FCC issues for their areas.
In 2016, the FSVC will continue to focus on Global Standards
and Financial Crime Compliance (FCC) through the monitoring
and tracking of the FCC plan and engaging with the Monitor
to ensure his recommendations are acted on. The Committee
will continue its programme of reporting by country heads on
FCC. The FSVC will also retain its focus on FCC controls in the
Private Bank.
Cyber security will remain a key area of focus for the Committee.
During the course of the year we welcomed Nehchal Sandhu as
an additional adviser member to the Committee. Nehchal brings
extensive experience in leading the national cyber security
strategy and architecture in India and advising senior
government officials on national security matters. I should like to
thank Sir Simon Robertson, who resigned from the Committee at
the conclusion of the 2015 Annual General Meeting, and Rona
Fairhead, who steps down as a member of the Committee at the
conclusion of the 2016 Annual General Meeting, for their
contributions to the work of the Committee.

Lord Evans of Weardale (Chairman)


Kathleen Casey
Rona Fairhead
Nick Fishwick, CMG1
Dave Hartnett, CB1
William Hughes, CBE QPM1
Nehchal Sandhu1
Leonard Schrank1
The Honourable Juan Zarate1
1 Adviser members

Six adviser members have been appointed to the


Committee to support its work and between them have
extensive experience in geopolitical risk, financial crime
risk, international security, cyber security and law
enforcement matters.
Role and responsibilities
The role and responsibilities of the FSVC are set out in its
terms of reference. The terms of reference can be found
on our website at www.hsbc.com/about-hsbc/corporategovernance/board-committees.
The key areas of responsibility for the FSVC include:
governance, oversight and policy guidance over the
framework of controls and procedures designed to
identify areas where HSBC and the financial system
more broadly may become exposed to financial crime
or system abuse;
oversight of matters relating to anti-money laundering,
sanctions, terrorist financing and proliferation financing,
including the establishment, implementation,
maintenance and review of adequate policies and
procedures sufficient to ensure the continuing
obligations to regulatory and law enforcement agencies
are met and oversight of implementation of the actions
necessary to build assurance in these areas;
provision of advice as applicable on the implementation
of the Global Standards programme;
oversight of matters relating to HSBCs information
security environment and cyber security framework;
and

Lord Evans of Weardale Chairman


Financial System Vulnerabilities Committee
22 February 2016

providing a forward-looking perspective to the Board on


financial crime risk.

1 See page 116 for further details on the Monitor.

In 2016, the FSVC will assume responsibility for oversight of


controls relating to anti-bribery and corruption.
During 2015, the FSVC held seven meetings. Attendance is
set out in the table on page 258.
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268

The principal activities and significant issues considered


by the FSVC are provided in the table below.
Principal activities and significant issues considered include:
Action taken

Oversight of obligations
under the US and UK
agreements and updates
on HSBCs interactions
with the Monitor

The FSVC has monitored developments between HSBC and the US regulators. Interactions with the Monitor
have been a key part of the Committees agenda, including oversight of HSBCs response to the Monitors
work programme and managements action to embed Global Standards. The FSVC received regular reports
from the Monitor and his team on reviews undertaken and the results of the Monitors First Annual Follow-up
Review Report, agreeing recommendations and actions in response to this report.

Financial crime compliance


and related issues

The FSVC oversaw the anti-money laundering and compliance-related initiatives being implemented by the
Group to address obligations under the US DPA and related agreements, including forward-looking risks to
HSBC and the financial system more widely, de-risking activities in relation to correspondent banking, and
anti-money laundering risks associated with affiliates.

Compliance resourcing

The FSVC reviewed and discussed reports from Compliance in relation to resourcing. A particular area of focus
was on recruitment activities, resourcing levels and people development. The ability of the Compliance
function to attract and retain talent has and will continue to be a key area of focus for the Committee.

Sanctions

The Group has in place a Global Sanctions Policy. The FSVC receives updates on both sanctions-related
matters and compliance with the Groups sanctions programme.

Technology and data


systems

The FSVC received reports on implementation of the FCC IT strategy. A progress tracker providing an update
on the information security risk framework was routinely monitored by the FSVC throughout the year, with
particular focus on cyber security and the Groups information security risk framework.

Reporting

The FSVC provides a quarterly report to the Board on its activities and updates the Group Risk Committee and
the Remuneration Committee on specified matters for its consideration as appropriate and reports to the
Core and Global College of Regulators on key activities undertaken.

Global Standards

The FSVC received reports from management including heads of business units and from Internal Audit
concerning implementation of the Global Standards programme.

Cyber/Information
security

The FSVC continued its focus on cyber and information security matters. It received reports from
representatives in the first and second lines of defence on developments in HSBCs information security
environment and monitored the proactive steps to address emerging risks. The Committee also oversaw
the progress of the projects to improve HSBCs cyber security framework and cyber incident response
preparedness.

Reports from adviser


members

The Committee received updates from the Committees adviser members on the activities they have each
undertaken in their role as advisers to HSBC Holdings plc with specific focus on geopolitical risk, emerging
financial crime and information security issues.

Shareholder Information

Key area

Strategic Report

The effectiveness of the FSVC was evaluated as part of


the overall performance evaluation of the Board.

Financial Review

The FSVC has focused its activity on areas where HSBC and
the financial system more broadly may become exposed to
financial crime or system abuse, working closely with the
GRC which has broader responsibility for risk governance.

Corporate Governance

Committee effectiveness

Financial Statements

How the FSVC discharged its responsibilities

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269

Report of the Directors: Corporate Governance (continued)


Board committees

Group Remuneration Committee

Nomination Committee

Members1

I am pleased to present the 2015 report of the Nomination


Committee. During 2015, HSBC appointed two new independent
non-executive Directors, Irene Lee and Pauline van der Meer
Mohr. The appointments of Paul Walsh and Henri de Castries as
two further independent non-executive Directors were
announced in 2015. Paul Walsh joined the Board on 1 January
2016 and we look forward to welcoming Henri de Castries on
1 March 2016. As I outline overleaf, these appointments bring
substantial additional strength to the Board and have further
broadened its existing expertise and experience.
The Committee continually seeks to ensure that the Boards
composition is aligned to the Groups strategic priorities. A
matrix of Directors skills and experience, also reflecting the
diversity of the Boards composition, including gender, is
regularly reviewed by the Committee and is central to the
succession planning process for non-executive Director
appointments. HSBC has been active in promoting gender
diversity, such that women currently make up 33% of the Board
although the Committee will continue to focus on initiatives
towards achieving a greater gender balance, both at Board level
and below.
The Committee has also conducted an annual review of the
Groups executive succession plan. This aspect of the
Committees succession planning responsibilities has become an
increasingly important area for both management and the
Committee, reflecting the people risk to which a group of HSBCs
size and scale is exposed.
During the year, membership of the Boards committees has
been refreshed to ensure that there are clear linkages between
them. The work of each committee is reported to the Board by
the respective committee chair and cross-committee
membership of non-executive directors helps to ensure a more
cohesive governance structure.
During the course of the year we welcomed Rachel Lomax onto
the Committee. I should like to thank Sir Simon Robertson, who
stepped down as its Chairman at the conclusion of the 2015
AGM for his contribution to the Committee and who, together
with Rona Fairhead, leaves the Board at the conclusion of the
2016 AGM. Their wisdom and counsel will be much missed.

Sam Laidlaw (Chairman)


John Lipsky
Pauline van der Meer Mohr (from 1 January 2016)
Sir Simon Robertson1
Paul Walsh (from 1 January 2016)
1 Sir Simon Robertson will be retiring from the Board at the April 2016
Annual General Meeting.

Role and responsibilities


The role and responsibilities of the Group Remuneration
Committee are set out in its terms of reference. The
terms of reference can be found on our website at
www.hsbc.com/about-hsbc/corporate-governance/boardcommittees.
The Committee is responsible for setting the over-arching
principles, parameters and governance framework of the
Groups remuneration policy and the remuneration of
executive Directors and other senior Group employees.
The Committee regularly reviews the effectiveness of the
remuneration policy of the Company and its subsidiaries in
the context of consistent and effective risk management.
No Directors are involved in deciding their own
remuneration.
Further details on the remuneration arrangements for
Directors may be found in the Directors Remuneration
Report on pages 285 to 321.
During 2015, the Group Remuneration Committee held
10 meetings. Attendance is set out in the table on
page 258.
Committee effectiveness
The effectiveness of the Group Remuneration Committee
was evaluated as part of the overall performance evaluation
of the Board. More information can be found under the
Performance Evaluation section on page 260.

Sam Laidlaw Chairman


Nomination Committee
22 February 2016

Members
Sam Laidlaw (Chairman)
Laura Cha
Rona Fairhead
John Lipsky
Rachel Lomax
Role and responsibilities
The role and responsibilities of the Nomination Committee
are set out in its terms of reference, which can be found
on our website at www.hsbc.com/about-hsbc/corporategovernance/board-committees.
The Nomination Committee has non-executive responsibility
for leading the process for Board appointments and for
identifying and nominating, for approval by the Board,
candidates for appointment to the Board. The Committee
is responsible for succession planning for both executive
and non-executive directors and membership of Board

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270

Action taken

Appointments of new
Directors

Following an external and rigorous selection process, the Committee recommended to the Board the
appointment of four non-executive Directors during 2015: Irene Lee and Pauline van der Meer Mohr,
who joined the Board on 1 July and 1 September, respectively, Paul Walsh, who joined the Board on
1 January 2016, and Henri de Castries, who joins the Board on 1 March 2016.
An external search consultancy, MWM Consulting, is used in relation to the appointment of nonexecutive Directors. MWM Consulting has no additional connection with HSBC other than as search
consultant for certain senior executive hires.
The Committee recommended Irene Lee for appointment to the Board because of her extensive
experience in financial services, and her leadership roles in a number of Asian businesses. Pauline van der
Meer Mohr was recommended by the Committee due to her leadership experience in human resources
and legal affairs, together with her regulatory experience. Paul Walsh brings to the Board strategic and
commercial insight and experience from running multiple global consumer businesses.
Henri de Castries brings broad international experience, running one of the worlds largest insurance
companies and a deep understanding of the financial services industry and regulation.

Forward planning

The Nomination Committee takes into account the needs and development of the Groups businesses
and the expected retirement dates of current Directors when considering candidates to join the Board,
ensuring that skills, experience and diversity requirements are satisfied as far as possible.

Board and Committee


composition

The Nomination Committee routinely monitors the size, structure and composition of the Board
including the skills, knowledge, experience, diversity and independence of its non-executive Directors.
The Committee recommended to the Board that all Directors should stand for election or re-election at
the 2016 AGM, with the exception of Rona Fairhead and Simon Robertson whose retirement was
announced during the year. Safra Catz, after eight years of dedicated service as a non-executive Director,
elected to retire at the end of 2015. A number of changes were made to the composition of Committees
during the year to reflect tenure of service and the appointment of new non-executive Directors to the
Board.

Regulatory and policy


developments

The Nomination Committee monitors HSBCs policies and regulatory developments in relation to Board
composition. Additionally, during 2015 the Committee considered the corporate governance
arrangements for the UK Ring-Fenced Bank, reviewed the Boards diversity policy and the outcomes of
the Board effectiveness review of its principal subsidiaries.

Diversity

The Nomination Committee believes that one of its important duties is to ensure that there is a proper
balance on the Board to reflect diversity and the geographical nature of its business. Appointments to
the Board are made on merit and candidates are considered against objective criteria, having due regard
to the benefits of diversity on the Board. The Board diversity policy is available at
www.hsbc.com/investor-relations/governance/corporate-governance-codes.
The Nomination Committee regularly monitors the implementation of the Boards diversity policy using
the following measurable objectives: only external search consultants who are signatories to the
Executive Search Firms Voluntary Code of Conduct should be engaged by the Nomination Committee;
and at least 30% of candidates, proposed by search firms for consideration as non-executive Directors,
should be women. We comply with these requirements and, as at the conclusion of the 2016 AGM, 33%
of the Board will be female.

Director training and


development

The Nomination Committee reviews and monitors the training and continuous professional development
of Directors and senior management.

Time commitment and


independence of nonexecutive Directors

The Nomination Committee assessed the independence of, and time required from, non-executive
Directors, and is satisfied that all non-executive Directors have the time to fulfil their fiduciary
responsibilities to provide oversight of the business of the Group and serve on the relevant committees
of the Board. All Directors are asked to identify any other significant commitments they may have and
confirm they have sufficient time to discharge what is expected of them as members of the Board.

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271

Financial Review

Principal activities and


significant issues considered

Corporate Governance

The effectiveness of the Nomination Committee was


evaluated as part of the overall performance evaluation of
the Board.

During 2015, the Nomination Committee held five


meetings. Attendance is set out in the table on page 258.

Financial Statements

Committee effectiveness

Governance

Strategic Report

The Chairman reports matters of significance to the Board


after each meeting.

Shareholder Information

committees. The Committee regularly reviews the


structure, size and composition of the Board including the
balance of skills, knowledge, experience and diversity.

Report of the Directors: Corporate Governance (continued)


Board committees

Members

Conduct & Values Committee

Rachel Lomax (Chairman)


Laura Cha
Lord Evans of Weardale
Heidi Miller (until 31 December 2015)
Jonathan Symonds
Pauline van der Meer Mohr (from 1 January 2016)

I am pleased to present the 2015 report of the Conduct & Values


Committee (CVC). The CVC has non-executive responsibility for
overseeing the Groups continuing efforts to raise standards in
the way it conducts business, consistent with HSBCs values.
In this, the second year of its operation, the Committee has
focused particularly on the implementation of the Groups global
programme for ensuring that it delivers fair outcomes for
customers and upholds market integrity, as the basis for the
long-term success of its business.
This has involved a thorough review of Group policies, processes
and procedures to assess how far they meet the required
standards and, where necessary, to implement remedial action.
A key challenge has been to develop measures that will enable
management to identify and resolve emerging conduct issues in
a timely way. The CVC is monitoring progress in developing
useful management information in each of the global businesses
and across the different geographies.
The Committee recognises that the success of any programme of
cultural change depends critically on how people are recruited,
trained, incentivised and led. It is taking a close interest in the
many initiatives that are being developed to ensure that the
Group sends consistent messages to employees about what is
expected of them, equips them to do their jobs in the right way,
and rewards and penalises them appropriately.
It is particularly important to foster a culture in which people are
empowered to speak up if they become aware of problems.
During 2015 the CVC has overseen a significant improvement in
the Groups whistleblowing arrangements. HSBC Confidential,
launched in August, provides simplified access to whistleblowing
channels which will enable more timely and consistent reporting
of cases.
Looking ahead, the CVC will remain focused on how the Groups
conduct approach is being implemented. It will pay particular
attention to how effectively global programmes are being
cascaded through the organisation, especially in the Groups key
locations, using staff surveys, site visits and internal audits as
appropriate.
As part of its remit to ensure that the Group acts responsibly
towards the communities within which it operates, the
Committee intends to review how effectively the Group seeks to
satisfy itself that it is meeting its sustainability commitments.
I should like to take this opportunity to thank all Committee
members and management for their contributions during the
year. Heidi Miller stepped down from the Committee on
31 December and Pauline van der Meer Mohr joined with
effect from 1 January: my warm thanks to Heidi for her lively
participation in the Committees work, and a hearty welcome
to Pauline.

Role and responsibilities


The role and responsibilities of the CVC are set out in its
terms of reference which can be found on our website at
www.hsbc.com/about-hsbc/corporate-governance/boardcommittees.
The CVC is responsible for:
policies, procedures and standards to ensure that the
Group conducts business responsibly and consistently
adheres to HSBC Values. It aims to align its work to
HSBCs purpose of connecting customers
to opportunities, enabling businesses to thrive and
economies to prosper, and ultimately helping people
to fulfil their hopes and realise their ambitions; and
ensuring that in the conduct of its business, the Group
treats customers fairly and openly, does business with
the right clients and in the right way, is a responsible
employer, acts responsibly towards the communities
in which it operates and treats other stakeholders fairly.
The CVC oversees the promotion and embedding by
management of HSBC Values and its required global
conduct outcomes. The CVC also provides inputs, as
appropriate, to the Group Remuneration Committee on the
alignment of remuneration with conduct.
In 2016, the CVC will relinquish, and the Financial System
Vulnerabilities Committee will assume, responsibility for
oversight of controls relating to anti-bribery and
corruption.
Governance
During 2015, the CVC held five meetings. Attendance is set
out in the table on page 258.
The Chairman reports matters of significance to the Board
after each meeting and the minutes of the meetings are
made available to all Board members.
How the CVC discharged its responsibilities

Rachel Lomax
Chairman, Conduct & Values Committee
22 February 2016

During the course of 2015 the CVC received regular reports


and presentations from global business and functional
heads.
The chief executives of the global businesses provide
regular reports to the CVC, including an analysis of
customer complaint trends, at each meeting. The CVC also
receives reports on whistleblowing cases, the outcomes of
internal audits and initiatives to embed values-based
leadership as part of the Groups ongoing cultural
transformation.
Committee effectiveness
The effectiveness of the CVC was evaluated as part of the
overall performance evaluation of the Board.

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272

Values

The CVC oversees the promotion and embedding of HSBC Values. The CVC reviewed with management
various values and culture initiatives and contributed to action plans. It focused on the embedding of
conduct-related training and the development of a new Group-wide code of conduct, and reviewed
options to create an HSBC University. It is also working closely with management to define a
comprehensive but pragmatic framework that lays out in practical, concrete language the dos and donts
of desirable behaviour at HSBC.

Sustainability

The CVC led a project to put in place a simple, considered statement on the Groups policy with respect to
human rights. This was approved in July 2015. It can be found at www.hsbc.com/citizenship/our-values.
The CVC has also held discussions with management regarding the developments, potential changes
and future agenda of sustainability as an area of focus for HSBC. This will continue into 2016.

Whistleblowing

The CVC has responsibility for the governance of the Groups whistleblowing policies and procedures,
including the protection of whistleblowers. The CVC oversaw the successful launch of a new global
channel to enable employees to raise concerns when they are not comfortable with their normal routes
of escalation. This workstream also produced centralised reporting of whistleblowing cases and
standardisation of reporting and tracking of investigation and consequences.

Employee engagement

The CVC monitored employee engagement across the Group and received the results of the Group
People Survey conducted during 2015. Areas requiring attention were highlighted and the Committee
requested that management provide regular updates on plans to address these.

Financial Review

The CVC received reports from the Global Head of Regulatory Compliance on how the Group approach to
conduct is being managed to deliver the required conduct outcomes. Each global business is requested to
present plans to close out any gaps identified against the required outcomes and progress on
implementation of key conduct-related programmes. These plans provide improved training and
development of staff. Each Global Business produced conduct-related management information during
2015. It is now used at management level by each business to track any conduct-related issues.

Shareholder Information

Financial Statements

Corporate Governance

Global approach to conduct

Strategic Report

Principal activities and


Action taken
significant issues considered

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273

Report of the Directors: Corporate Governance (continued)


Board committees

Philanthropic & Community Investment


Oversight Committee

Principal activities
Action taken
and significant issues
considered

I am pleased to present the first report of the Philanthropic &


Community Investment Oversight Committee (PCIOC) which
was established in December 2014. The PCIOC is expected to
oversee the Groups philanthropic and community investment
activities on behalf of the Board and to provide greater visibility
and oversight of the Groups corporate sustainability objectives.
As highlighted in the table of principal activities below, the
PCIOC has mainly focused on ensuring that the procedures
and processes around the approval of charitable donations are
appropriate and has endorsed the community investment
budget for 2016.
I have chaired the PCIOC since its establishment, with Lord Evans
of Weardale as the other non-executive Director member. In
addition, the committee has non-Director members, each of
whom brings valuable and relevant philanthropic and
community-focused experience to the committee: Sir Malcolm
Grant, who is the Chairman of NHS England and former President
and Provost of University College London, and Stephen Moss,
who is Group Head of Strategy & Planning.
In 2016, the Committee will additionally benefit from the
membership of Lord Robin Janvrin, former Private Secretary
to Queen Elizabeth II and chairman of trustees of The Royal
Foundation of The Duke and Duchess of Cambridge and
Prince Harry.
Laura Cha Chairman
Philanthropic & Community Investment Oversight Committee
22 February 2016

Governance of
community
investment

Given that the PCIOC was newly


established in 2015, it has been keen
to fully understand the Groups
community investment policy and how
decisions are made, how charities are
vetted, the avoidance of conflicts of
interest, the recording and reporting
of donations made by the Group and
the assurance process following up on
these decisions.

Community
investment budget
and themes

The PCIOC received reports from


the Global Sustainability function
regarding the annual community
investment budget and how it is
decided, and endorsed the 2016
budget put forward by management.
As a result of the 150th Anniversary
Fund, the Groups community
Investment budget has been increased
by $50m a year from 2015-2017.

Governance
The PCIOC was established at the end of 2014 and held
three meetings during the year. Attendance is set out in
the table on page 258.

Members

The Chairman reports on matters of significance to the


Board after each meeting and the minutes of the meetings
are made available to all Board members.

Laura Cha (Chairman)


Lord Evans of Weardale
Sir Malcolm Grant (non-Director member)
Stephen Moss (non-Director member)
Lord Janvrin (non-Director member)

Chairmans Committee
The Chairmans Committee has the power to act on behalf
of the Board between scheduled Board meetings to
facilitate ad hoc business requiring Board approval. The
Committee meets with such frequency and at such times as
it may determine, the quorum for meetings is dependent
upon the nature of the business to be transacted, as set
out in its terms of reference.

Role and responsibilities


The role and responsibilities of the PCIOC are set out in its
terms of reference. The terms of reference can be found
on our website at www.hsbc.com/about-hsbc/corporategovernance/board-committees.
The PCIOC oversees philanthropic and community
investment initiatives, including both monetary donations
and employee volunteering activities and reports thereon to
the Board semi-annually.
How the PCIOC discharged its responsibilities
During the course of 2015, the PCIOC received regular
reports and presentations from the Global Head of
Marketing and the Head of Group Corporate Sustainability.

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274

Internal control
The Board is responsible for maintaining and reviewing the
effectiveness of risk management and internal control
systems and for determining the aggregate level and types
of risks it is willing to take in achieving its strategic
objectives.

Risk identification and monitoring. Systems and


procedures are in place to identify, control and report
on the material risk types facing HSBC as set out below:
wholesale credit risk;

Procedures

retail credit risk;

To meet this requirement and to discharge its obligations


under the FCA Handbook and PRA Handbook, procedures
have been designed for safeguarding assets against
unauthorised use or disposal; for maintaining proper
accounting records; and for ensuring the reliability and
usefulness of financial information used within the business
or for publication.

insurance risk;

Strategic Report

or function. Appointments to the most senior positions


within HSBC require the approval of the Board.

asset, liability and capital management risk;


market risk;
financial management risk;

sustainability risk; and


operational risk (including accounting, tax, legal,
regulatory compliance, financial crime compliance,
fiduciary, political, physical, internal, external,
contingency, information security, systems,
operations, project and people risks).

In 2014, the GAC endorsed the adoption of the COSO 2013


framework for the monitoring of risk management and
internal control systems to satisfy the requirements of
Section 404 of the Sarbanes-Oxley Act of 2002. Additionally,
the risk management framework enabled the GRC to
monitor controls over principal risks to meet the
requirements of the UK Corporate Governance Code and
the Hong Kong Corporate Governance Code.

Exposure to these risks is monitored by risk


management committees, asset, liability and capital
management committees and executive committees in
subsidiaries and, for the Group, in Risk Management
Meetings of the GMB (RMM) which are chaired by
the Group Chief Risk Officer. The RMM meets regularly
to discuss enterprise-wide risk management matters.
Asset, liability and capital management matters are
monitored by the Group ALCO, which reports to the
RMM.

HSBCs key risk management and internal control


procedures include the following:
Group Standards. The Global Standards Manual (GSM)
brings together the common standards and principles
used in the conduct of all business, whatever its location
or nature. The GSM overlays all other manuals
throughout the Group and is a fundamental component
of the Groups risk management structure. It establishes
the high level standards and policies by which, and
within which, all members of the Group conduct their
businesses. The GSM is mandatory and applies to, and
must be observed by, all businesses within the Group,
regardless of the nature or location of their activities.

HSBCs operational risk profile and the effective


implementation of the Groups operational risk
management framework are monitored by the Global
Operational Risk Committee, which reports to the RMM.
Model risks are monitored by the Model Oversight
Committee which also reports to the RMM.
Changes in market conditions/practices. Processes are
in place to identify new risks arising from changes in
market conditions/practices or customer behaviours,
which could expose HSBC to heightened risk of loss or
reputational damage. The Group employs a top and
emerging risks framework at all levels of the organisation,
which enables it to identify current and forward-looking
risks and to take action which either prevents them
materialising or limits their impact. During 2015,
attention was focused on:

Delegation of authority within limits set by the Board.


Subject to certain matters reserved for the Board, the
Group Chief Executive has been delegated authority
limits and powers within which to manage the day-to-day
affairs of the Group, including the right to sub-delegate
those limits and powers. Each relevant Group Managing
Director or Group Executive Director has delegated
authority within which to manage the day-to-day affairs
of the business or function for which he or she is
accountable. Delegation of authority from the Board
requires those individuals to maintain a clear and
appropriate apportionment of significant responsibilities
and to oversee the establishment and maintenance of
systems of control that are appropriate to their business

economic outlook and capital flows;


geopolitical risk;
turning of the credit cycle;
regulatory developments affecting the business
model and profitability;
regulatory commitments and consent orders;

HSBC HOLDINGS PLC

275

Corporate Governance

strategic risk;

Financial Statements

pension risk;

Shareholder Information

reputational risk;

These procedures can only provide reasonable but not


absolute assurance against material mis-statement, errors,
losses or fraud. They are designed to provide effective
internal control within HSBC and accord with the Financial
Reporting Councils guidance for directors issued in 2014,
internal control and related financial and business
reporting. Our procedures have been in place throughout
the year and up to 22 February 2016, the date of approval
of the Annual Report and Accounts 2015.

Financial Review

model risk;

Report of the Directors: Corporate Governance (continued)


Internal control / Going concern and viability

Global function management. Management of the


global functions are responsible for setting policies,
procedures and standards to control the principal risks
detailed under Risk identification and monitoring
above.

regulatory focus on conduct of business and financial


crime;
dispute risk;
people risk;
execution risk;

Authorities to enter into credit and market risk


exposures are delegated with limits to line management
of Group companies. The concurrence of the appropriate
global function is required, however, to credit proposals
with specified higher risk characteristics. Credit
and market risks are measured and reported at
subsidiary company level and aggregated for risk
concentration analysis on a Group-wide basis.

third-party risk management;


model risk;
cyber threat and unauthorised access to systems;
and
data management.
Strategic plans. Strategic plans are prepared for global
businesses, global functions and geographical regions
within the framework of the Groups overall strategy.
Annual Operating Plans, informed by detailed analysis of
risk appetite describing the types and quantum of risk
that the Group is prepared to take in executing its
strategy, are prepared and adopted by all major HSBC
operating companies and set out the key business
initiatives and the likely financial effects of those
initiatives.

Internal Audit. The establishment and maintenance of


appropriate systems of risk management and internal
control is the responsibility of business management.
The Global Internal Audit function, which is centrally
controlled, provides independent and objective
assurance in respect of the adequacy of the design and
operating effectiveness of the Groups framework of risk
management, control and governance processes across
the Group, focusing on the areas of greatest risk to
HSBC using a risk-based approach. The Group Head of
Internal Audit reports to the Chairman of the GAC and
administratively to the Group Chief Executive. Executive
management is responsible for ensuring that issues
raised by the Global Internal Audit function are
addressed within an appropriate and agreed timetable.
Confirmation to this effect must be provided to Global
Internal Audit.

Disclosure Committee. The Disclosure Committee


reviews material public disclosures made by HSBC
Holdings for any material errors, misstatements
or omissions. The membership of the Disclosure
Committee, which is chaired by the Group Company
Secretary, includes the heads of Finance, Legal, Risk,
Communications and Investor Relations. The integrity of
disclosures is underpinned by structures and processes
within the Global Finance and Global Risk functions that
support expert and rigorous analytical review of
financial reporting complemented by certified reviews
by heads of global businesses, global functions and
certain legal entities.

Role of Board Committees


On behalf of the Board, the GAC has responsibility for
overseeing risk management and internal controls over
financial reporting and the GRC has responsibility for
overseeing risk management and internal controls,
other than over financial reporting.

Financial reporting. The Groups financial reporting


process for preparing the consolidated Annual Report
and Accounts 2015 is controlled using documented
accounting policies and reporting formats, supported
by a chart of accounts with detailed instructions and
guidance on reporting requirements, issued by Group
Finance to all reporting entities within HSBC in advance
of each reporting period end. The submission of
financial information from each reporting entity
to Group Finance is subject to certification by the
responsible financial officer, and analytical review
procedures at reporting entity and Group levels.

During the year, the GRC and the GAC have kept under
review the effectiveness of this system of internal control
and have reported regularly to the Board. In carrying
out their reviews, the GRC and the GAC received:
regular business and operational risk assessments;
regular reports from the Group Chief Risk Officer and
the Group Head of Internal Audit;
reports on the annual reviews of the risk control
framework of HSBC Holdings which cover all internal
controls, both financial and non-financial;

Responsibility for risk management. Management are


primarily accountable for measuring, monitoring,
mitigating and managing the risks and controls in their
areas of responsibility. Processes are in place to ensure
weaknesses are escalated to senior management and
addressed, supported by the three lines of defence
model.

half yearly confirmations to the GAC and GRC from audit


and risk committees of principal subsidiary companies
regarding, in relation to audit committees, whether their
financial statements have been prepared in accordance
with Group policies, present fairly the state of affairs of
the relevant principal subsidiary and are prepared on a
going concern basis;

IT operations. Centralised control is exercised over all


IT developments and operations. Common systems are
employed for similar business processes wherever
practicable.

reports confirming if there have been any material


losses, contingencies or uncertainties caused by
weaknesses in internal controls;
internal audit reports;

HSBC HOLDINGS PLC

276

external audit reports;

In addition to the requirement to consider whether the going


concern basis is appropriate, the Directors now have an
obligation under the UK Corporate Governance Code to state
in a Viability Statement whether they believe the Group and
parent company will be able to continue in operation and
meet their liabilities, taking account of their current position
and principal risks, our top and emerging risks, and specify
the period covered by and the appropriateness of this
statement.

The internal control responsibilities of the GAC and GRC


are complemented by the activities of the Conduct & Values
Committee (CVC) and the Financial System Vulnerabilities
Committee (FSVC) which, respectively, oversee internal
controls over conduct-related matters and financial crime
compliance. The GRC receives regular reports at each of its
meetings on the activities of both the CVC and the FSVC. The
GRC monitors the status of top and emerging risks and
considers whether the mitigating actions put in place are
appropriate. In addition, when unexpected losses have arisen
or when incidents have occurred which indicate gaps in the
control framework or in adherence to Group policies,
the GRC and the GAC review special reports, prepared at
the instigation of management, which analyse the cause
of the issue, the lessons learned and the actions proposed by
management to address the issue.

It is expected that the period assessed under the Viability


Statement will be significantly longer than 12 months, which
is the period over which going concern is assessed. For HSBC,
the Directors have a reasonable expectation that the Group
and parent company will be able to continue in operation
and meet liabilities as they fall due over the next three years.
In making the going concern and viability assessments,
the Directors have considered a wide range of information
relating to present and future conditions, including future
projections of profitability, cash flows, capital requirements
and capital resources.

Effectiveness of internal controls

The assessment has been made over a period of three years


as this is within the period covered by the Groups future
projections of profitability, the period over which regulatory
and internal stress testing is carried out, and the period over
which key capital and leverage ratios are forecast. Therefore
detailed management information exists for three years,
enabling Directors to assess the viability of the Group.

The Directors, through the GRC and the GAC, have conducted
an annual review of the effectiveness of our system of risk
management and internal control covering all material
controls, including financial, operational and compliance
controls, risk management systems, the adequacy of
resources, qualifications and experience of staff of the
accounting and financial reporting teams and the Global Risk
function, and their training programmes and budget. The
annual review of effectiveness of our system of risk
management and internal control over financial reporting
was conducted with reference to the COSO framework. The
annual review of other controls was undertaken using the
risk management framework on pages 102 to 103.

The Directors are satisfied that the period is sufficient to


enable a reasonable assessment of viability to be made. In
doing so, the Directors have assessed the principal risks
(which for the Group are set out in our top and emerging
risks on page 43), including the status of the DPA, as more
fully described on page 116, that could threaten the Groups
future prospects and business model. They considered the
effect that those risks could have on the Groups risk profile
relative to the risk appetite approved by the Board (see
pages 101 and 102). The Directors view all of the identified
top and emerging risks as relevant to the assessment of
viability. In doing so, the Directors considered the range of
information concerning each principal risk, including but not
limited to the Annual Operating Plan, the programme of
regulatory and internal stress tests, risk appetite and legal
reports. The Directors also considered the information from
the two reverse stress tests which the Group runs, one based
on extreme macroeconomic dislocation in Europe and Asia,
the other linked to the DPA. The Directors considered the
principal risks in forming the strategic actions set out on page
18, ensuring that the forward-looking risk profile of the
Group remained within our risk appetite.

The GRC and the GAC have received confirmation that


executive management has taken or is taking the necessary
actions to remedy any failings or weaknesses identified
through the operation of our framework of controls. In
particular, during the year it was determined that the control
environment associated with IT privileged access required
significant improvement. Deficiencies were noted in the
design and operation of controls for the granting, release and
monitoring of privileged access in a number of systems. For
the identified deficiencies management responded by
implementing a programme to determine the scale and
nature of the deficiencies, remediate identified control
deficiencies and determine if privileged access had been
misused during 2015. Management also identified and

HSBC HOLDINGS PLC

277

Financial Review

The financial statements are prepared on a going concern


basis, as the Directors are satisfied that the Group and
Parent Company have the resources to continue in business
for the foreseeable future.

Corporate Governance

The GRC and GAC have separately established governance


frameworks for their respective oversight and interaction
with the audit and risk committees of key entities within the
Group. These provide for regular reporting, issues escalation
and processes for the nomination and endorsement of
subsidiary committee appointments. These principles and
processes have in turn been cascaded by these key entities to
their respective subsidiaries to provide clear vertical channels
of governance.

Financial Statements

Going concern and viability

regulatory reports.

Shareholder Information

prudential reviews; and

Strategic Report

assessed the effectiveness of relevant IT, business,


monitoring and period-end mitigating controls.

Report of the Directors: Corporate Governance (continued)


Going concern and viability / Employees

Employee relations

Information relevant to the assessment of viability can be


found in the following sections of the Annual Report and
Accounts 2015:

We consult with and, where appropriate, negotiate with


employee representative bodies. It is our policy to maintain
well-developed communications and consultation
programmes with all employee representative bodies and
there have been no material disruptions to our operations
from labour disputes during the past five years.

HSBCs principal activities, business and operating


models, strategic direction and top and emerging risks
are described in the Strategic Report;
a financial summary, including a review of the
consolidated income statement and the consolidated
balance sheet, is provided in the Financial Review;

Diversity and inclusion


HSBC is committed to building a culture where all employees
are valued and respected and where their opinions count.
We remain committed to meritocracy, which requires a
diverse and inclusive culture where employees believe that
their views are heard, their concerns are attended to and
they work in an environment where bias, discrimination and
harassment on any matter, including gender, age, ethnicity,
religion, sexual orientation and disability, are not tolerated
and where advancement is based on objective criteria. An
inclusive culture helps us respond to our diverse customer
base, while developing and retaining a secure supply of
skilled, committed employees. Our culture will be
strengthened by employing the best people and optimising
their ideas, abilities and differences.

HSBCs objectives, policies and processes for managing


credit, liquidity and market risk are described under
Risk; and
the capital position of the Group, regulatory
developments, and the approach to management and
allocation of capital are set out in the Capital section.

Assessment of risks
The Directors have carried out a robust assessment of the
principal risks facing the Group, together with mitigating
actions planned or taken. The activities of the Board and its
subcommittees and the significant issues considered by
them are described on page 262.

Oversight of our diversity and inclusion agenda and related


activities resides with the Global Diversity and Inclusion
sub-function.

In assessing these risks, Directors considered a wide range of


information including:
enterprise risk reports: risk appetite (see page 102), top
and emerging risks (see page 103) and risk map (see
page 103);

Employee development
The development of our employees is essential to the future
strength of our business. We continue to develop and
implement practices that build employee capability, and
identify, develop and deploy talented employees to ensure
an appropriate supply of high calibre individuals with the
values, skills and experience for current and future senior
management positions.

reports and updates from management of risk-related


issues identified for in-depth consideration;
reports and updates over the course of the Bank of
England stress testing exercise;
reports and updates on the Groups compliance-related
initiatives made in connection with the resolution of the
investigations by US and UK regulatory and law
enforcement authorities in December 2012 and also
more generally;

In 2015, we focused on developing technical skills,


experiences and behaviours necessary to deliver against our
Global Standards commitments, along with several Groupwide programmes on individual leadership, team
management and on-boarding employees into HSBC.

reports and updates on the Groups initiatives to deliver


against key conduct, values and culture initiatives; and
reports to the Board on matters discussed at the RMM.

Employment of disabled persons

Employees

We believe in providing equal opportunities for all


employees. The employment of disabled persons is included
in this commitment and the recruitment, training, career
development and promotion of disabled persons is based on
the aptitudes and abilities of the individual. Should
employees become disabled during their employment with
us, efforts are made to continue their employment and, if
necessary, appropriate training and reasonable equipment
and facilities are provided.

At 31 December 2015 we had a total workforce of 264,000


full-time and part-time employees compared with 266,000 at
the end of 2014 and 263,000 at the end of 2013.
Our main centres of employment were the UK with
approximately 47,000 employees, India 33,000, Hong Kong
30,000, mainland China 22,000, Brazil 21,000, Mexico
16,000, the US 14,000 and France 9,000.

Health and safety

Employees performing at their best and the environment we


create to make that possible are critical. We encourage
employees to speak up, and reflect our purpose and values in
the decisions we make and how we make them, as these
decisions shape the future of our customers and colleagues.

HSBC is committed to providing a safe and healthy


environment for our employees, customers and visitors.
We aim always to meet the minimum health and safety
standards required by law wherever we operate and, where
reasonably practical, to exceed them.

HSBC HOLDINGS PLC

278

In terms of physical and geopolitical risk, Global Security


and Fraud Risk provides regular security risk assessments
to assist management in judging the level of terrorist and
violent criminal threat. Its regional equivalents conduct
biannual security reviews of all critical Group buildings to
ensure measures to protect our staff, buildings, assets and
information are appropriate to the level of threat. HSBC
remains committed to the effective management of health
and safety and protecting employees, customers and
visitors to HSBC.

A summary for each plan of the total number of the


options which were granted, exercised or lapsed during
2015 is shown in the following tables. Further details
required to be disclosed pursuant to Chapter 17 of the
Rules Governing the Listing of Securities on The Stock
Exchange of Hong Kong Limited are available on our
website at www.hsbc.com/investor-relations/governance/
share-plans and on the website of The Stock Exchange
of Hong Kong Limited at www.hkex.com.hk, or can be
obtained upon request from the Group Company
Secretary, 8 Canada Square, London E14 5HQ. Particulars
of options held by Directors of HSBC Holdings are set out
on page 314.

Employee health and safety


2015
Number of employee workplace
fatalities
Accidents involving more than
three days absence
All accident rate per 100,000 employees

110
274

2014

2013

21
96
388

101
355

1 Non-HSBC staff working on HSBC-related activity.

Remuneration policy

Note 6 on the Financial Statements gives details of share-based


payments, including discretionary awards of shares granted under
HSBC share plans.

The quality and commitment of our employees is


fundamental to our success and accordingly the Board aims
to attract, retain and motivate the very best people. As
trust and relationships are vital in our business our goal is
to recruit those who are committed to making a long-term
career with the Group.

All-employee share plans


HSBC operates all-employee share option plans under
which options are granted over HSBC ordinary shares.
Subject to leaver provisions, options are normally
exercisable after three to five years. During 2015, options
were granted at the middle market closing price for HSBC
Holdings ordinary shares quoted on the London Stock
Exchange which, as derived from the Daily Official List on
21 September 2015, the day prior to grant, was 4.95.

HSBCs reward strategy supports this objective through


balancing both short-term and sustainable performance.
Our reward strategy aims to reward success, not failure,
and be properly aligned with our risk framework and
related outcomes. In order to ensure alignment between
remuneration and our business strategy, individual
remuneration is determined through assessment
of performance delivered against both annual and longterm objectives summarised in performance scorecards,
and adherence to the HSBC Values of being open,
connected and dependable and acting with courageous
integrity. Altogether, performance is judged, not only on
what is achieved over the short- and long-term, but also
on how it is achieved, as the latter contributes to the
sustainability of the Group.

The all-employee share option plans will terminate on


23 May 2025 unless the Directors resolve to terminate the
plans at an earlier date. There will be no further grants
under the HSBC Holdings Savings-Related Share Option
Plan: International.
The HSBC International Employee Share Purchase Plan was
introduced in 2013 and now includes employees based in
25 jurisdictions.

Further information on the Groups approach to remuneration is


given on page 285.

HSBC HOLDINGS PLC

279

Strategic Report

Share options and discretionary awards of shares granted


under HSBC share plans align the interests of employees
with the creation of shareholder value. The tables on the
following pages set out the particulars of outstanding
options, including those held by employees working under
employment contracts that are regarded as continuous
contracts for the purposes of the Hong Kong Employment
Ordinance. The options were granted at nil consideration.
No options have been granted to substantial shareholders
and suppliers of goods or services, nor in excess of the
individual limit for each share plan. No options were
cancelled by HSBC during the year.

Financial Review

Employee share plans

Corporate Governance

Corporate Real Estate has overall responsibility for setting


global health and safety policies and standards. Achieving
these policies and standards is the responsibility of each
countrys Chief Operating Officer. A global programme in
2015 involved the review of 1,850 premises in high and
medium risk earthquake zones resulting in training and
awareness for staff and the development of risk reduction
programmes.

Financial Statements

The financial and non-financial measures incorporated


in the annual and long-term scorecards are carefully
considered to ensure alignment with the long-term
strategy of the Group.

Shareholder Information

Everyone at HSBC has a responsibility for helping to create


a safe working environment. Employees are expected to
take ownership of their safety and are encouraged and
empowered to report any concerns.

Report of the Directors: Corporate Governance (continued)


Employees / Other disclosures / Annual General Meeting / Appendix to Corporate Governance

HSBC Holdings All-employee Share Option Plans

to

At
1 Jan 2015

HSBC Holdings ordinary shares


Granted
Exercised
Lapsed
during year
during year
during year

1 Aug
2014

30 April
2021

53,743,955

52,629,208

12,450,711

22,212,633

71,709,819

Savings-Related Share Option Plan: International2


29 Apr
24 Apr
()
()
1 Aug
2009
2012 3.3116 5.4573
2014

31 Jan
2018

Dates of awards
from

to

Exercise price
from
to

Savings-Related Share Option Plan1


29 Apr
22 Sep
()
()
2009
2015 3.3116 5.4738

Exercisable
from

At
31 Dec 2015

3,714,059

2,250,853

332,215

1,130,991

29 Apr
2009

24 Apr
($)
($)
2012 4.8876 8.2094

1 Aug
2014

31 Jan
2018

1,867,328

907,523

294,360

665,445

29 Apr
2009

24 Apr
()
()
2012 3.6361 6.0657

1 Aug
2014

31 Jan
2018

571,502

376,331

41,561

153,610

29 Apr
2009

24 Apr
(HK$)
(HK$)
2012 37.8797 63.9864

1 Aug
2014

31 Jan
2018

6,468,782

5,134,394

219,558

1,114,830

1 The weighted average closing price of the shares immediately before the dates on which options were exercised was 5.72.
2 The weighted average closing price of the shares immediately before the dates on which options were exercised was 5.73.

Discretionary share option plans


There have been no grants of discretionary share options under employee share plans since 30 September 2005.
Dates of awards

Exercise price ()

Exercisable
from
to

At
1 Jan 2015

HSBC Holdings ordinary shares


Exercised
Lapsed
during year
during year

At
31 Dec 2015

HSBC Holdings Group Share Option Plan1


20 Apr 2005

7.2869

20 Apr
2008

20 Apr
2015

6,373,982

6,373,982

7.9911

30 Sep
2008

30 Sep
2015

86,046

86,046

HSBC Share Plan1


30 Sep 2005

1 The HSBC Holdings Group Share Option Plan expired on 26 May 2005 and the HSBC Share Plan expired on 27 May 2011. No options have been granted
under the Plans since that date.

Other disclosures
Further information about share capital, Directors
interests, dividends and shareholders is set out in
the Appendix to this section on page 281.

Annual General Meeting


The Annual General Meeting (AGM) will be held at
the Queen Elizabeth II Conference Centre, Broad Sanctuary,
Westminster, London SW1P 3EE on Friday 22 April 2016
at 11.00am.
An informal meeting of shareholders will be held at
1 Queens Road Central, Hong Kong on Monday 18 April
2016 at 4.30pm.
A live webcast of the AGM will be available on
www.hsbc.com. A recording of the proceedings will be
available shortly after the conclusion of the AGM until
22 May 2016 on www.hsbc.com.
On behalf of the Board

Douglas Flint, Group Chairman


HSBC Holdings plc
Registered number 617987
22 February 2016
HSBC HOLDINGS PLC

280

Appendix to Corporate Governance Other disclosures


Strategic Report

Share capital
Issued share capital
The nominal value of HSBC Holdings issued share capital paid up at 31 December 2015 was $9,842,562,967 divided
into 19,685,096,934 ordinary shares of $0.50 each, 1,450,000 non-cumulative preference shares of $0.01 each and
1 non-cumulative preference share of 0.01, representing approximately 99.9999%, 0.0001%, and 0%, respectively, of
the nominal value of HSBC Holdings total issued share capital paid up at 31 December 2015.
Rights and obligations attaching to shares
The rights and obligations attaching to each class of ordinary and non-cumulative preference shares in our share capital are set
out in full in our Articles of Association. The Articles of Association may be amended by special resolution of the shareholders
and can be found on our website at www.hsbc.com/about-hsbc/corporate-governance/corporate-governance-codes.

HSBC Holdings has one class of ordinary share, which carries no right to fixed income. There are no voting restrictions on the
issued ordinary shares, all of which are fully paid. On a show of hands, each member present has the right to one vote at
general meetings. On a poll, each member present or voting by proxy is entitled to one vote for every $0.50 nominal value of
share capital held. There are no specific restrictions on the transfer of ordinary shares which are governed by the general
provisions of the Articles of Association and prevailing legislation.
At the 2012 AGM, shareholders gave authority to the Directors to offer a scrip dividend alternative until the earlier of the
conclusion of the AGM in 2017 or 24 May 2017. In line with the Investment Association guidelines, shareholders approval is
being sought at the 2016 AGM to renew this authority for a further three-year period, expiring on the earlier of the conclusion
of the AGM in 2019 or 21 April 2019.

Financial Review

Ordinary shares

Preference shares
The preference shares, which have preferential rights to income and capital, do not, in general, confer a right to attend and
vote at general meetings.
There are three classes of preference shares in the share capital of HSBC Holdings; non-cumulative preference shares of $0.01
each (the dollar preference shares); non-cumulative preference shares of 0.01 each (the sterling preference shares); and
non-cumulative preference shares of 0.01 (the euro preference shares). The dollar preference shares in issue are Series A
dollar preference shares and the sterling preference share in issue is a Series A sterling preference share. There are no euro
preference shares in issue.

Corporate Governance

Information on the policy adopted by the Board for paying interim dividends on the ordinary shares may be found on page 470, under the
heading Shareholder Information.

Information on dividends declared for 2015 and 2016 may be found on page 283, under the heading Dividends and shareholders and in Note 9
to the Financial Statements.

Financial Statements

Further details of the rights and obligations attaching to the HSBC Holdings issued share capital may be found in Note 35 to the Financial
Statements.

Share capital changes in 2015


The following events occurred during the year in relation to the ordinary share capital of HSBC Holdings:
Scrip dividends

Fourth interim dividend for 2014


First interim dividend for 2015
Second interim dividend for 2015
Third interim dividend for 2015

30 April 2015
8 July 2015
2 October 2015
3 December 2015

236,223,184
24,351,484
18,425,272
96,956,825

HSBC HOLDINGS PLC

281

Aggregate
nominal value
$
118,111,592
12,175,742
9,212,636
48,478,413

Market value per share


$
8.5121
9.4959
8.6907
7.8417

5.6536
6.2020
5.5464
5.1270

Shareholder Information

Issued in lieu of

HSBC Holdings
ordinary shares issued
on
number

Report of the Directors: Corporate Governance (continued)


Appendix to Corporate Governance

All-employee share plans


Number
HSBC Holdings savings-related share option plans
HSBC ordinary shares issued in
HSBC ordinary shares issued in HK$
HSBC ordinary shares issued in $
HSBC ordinary shares issued in
Options over HSBC ordinary shares lapsed
Options over HSBC ordinary shares granted in response to
approximately 28,000 applications from HSBC employees in the
UK on 22 September 2015
HSBC International Employee Share Purchase Plan
Plan dEpargne
HSBC ordinary shares issued for the benefit of non-UK resident
employees of HSBC France and its subsidiaries

14,701,564
5,134,394
907,523
376,331
23,100,327

Aggregate
nominal value
$

Exercise price
from

to

7,350,782
2,567,197
453,762
188,166
11,550,164

HK$
US$

3.3116
37.8797
4.8876
3.6361

5.4738
63.9864
8.2094
6.0657

39,763

19,882

4.8740

6.2590

1,497,450

748,725

7.4221

52,629,208

HSBC share plans


HSBC Holdings
ordinary shares
issued

Aggregate
nominal value
$

68,608,884

34,304,442

Vesting of awards under the HSBC Share Plan and


HSBC Share Plan 2011

Market value per share


from ()
to ()
4.8555

6.4110

Authorities to allot and to purchase shares and pre-emption rights


At the AGM in 2015, shareholders renewed the general authority for the Directors to allot new shares up to 12,823,397,868
ordinary shares, 15,000,000 non-cumulative preference shares of 0.01 each, 15,000,000 non-cumulative preference shares of
$0.01 each and 15,000,000 non-cumulative preference shares of 0.01 each. Within this, the Directors have authority to allot
up to a maximum of 961,754,840 ordinary shares wholly for cash to persons other than existing shareholders. Shareholders
also renewed the authority for the Directors to make market purchases of up to 1,923,509,680 ordinary shares. The Directors
have not exercised this authority.
In addition, shareholders gave authority for the Directors to grant rights to subscribe for, or to convert any security into,
no more than 3,627,000,000 ordinary shares in relation to any issue by HSBC Holdings or any member of the Group of
contingent convertible securities that automatically convert into or are exchanged for ordinary shares in HSBC Holdings in
prescribed circumstances. Further details about the issue of contingent convertible securities may be found in Note 35 on the
Financial Statements.
Other than as disclosed in the table above headed Share capital changes in 2015, the Directors did not allot any shares
during 2015.
Treasury shares
In accordance with the terms of a waiver granted by the Hong Kong Stock Exchange on 19 December 2005, HSBC Holdings
will comply with the applicable law and regulation in the UK in relation to the holding of any shares in treasury and with the
conditions of the waiver in connection with any shares it may hold in treasury. Pursuant to Chapter 6 of the UK Companies Act
2006, no shares are currently held in treasury.

Directors interests
Pursuant to the requirements of the UK Listing Rules and according to the register of Directors interests maintained by HSBC
Holdings pursuant to section 352 of the Securities and Futures Ordinance of Hong Kong, the Directors of HSBC Holdings at
31 December 2015 had interests, all beneficial unless otherwise stated, in the shares or debentures of HSBC Holdings and its
associated corporations as tabulated overleaf.
Irene Lee and Pauline van der Meer Mohr did not hold any shares or debentures of HSBC Holdings plc or its associated
corporations during the year.
No Directors held any short position as defined in the Securities and Futures Ordinance of Hong Kong in the shares or
debentures of HSBC Holdings and its associated corporations. Save as stated above, none of the Directors had an interest in
any shares or debentures of HSBC Holdings or any associated corporation at the beginning or at the end of the year, and none
of the Directors or their connected persons were awarded or exercised any right to subscribe for any shares or debentures in
any HSBC corporation during the year.

HSBC HOLDINGS PLC

282

Marc Moses
Sir Simon Robertson
Jonathan Symonds
HSBC USA Inc. $2.8575 Cumulative
Preferred Shares, Series Z
Phillip Ameen
HSBC Bank 2.875% Notes 2015
Joachim Faber4

20,045

5,519
24,105
76,524
400,748
2,611,188
36,768
15,820
15,500
79,933
3,575
480,423
22,981
20,553

5,000
3,540
20,970
5,200
7,416
45,778

401,450
2,684,380
36,596
16,165
18,900
223,872
3,695
624,643
34,118
16,886

176,885

4,885

77,888

31
RMBm

RMBm

RMBm

RMBm

RMBm

RMBm

5.1

Trustee

1,4162

Total
interests1
5,000
3,540
20,970
5,200
7,416
45,778
77,888
401,450
2,861,265
38,012
16,165
18,900
223,872
3,695
624,643
34,118
21,771

1 Executive Directors other interests in HSBC Holdings ordinary shares arising from the HSBC Holdings savings-related share option plans and the HSBC
Share Plan 2011 are set out in the Scheme interests in the Directors Remuneration Report on page 312. At 31 December 2015, the aggregate interests
under the Securities and Futures Ordinance of Hong Kong in HSBC Holdings ordinary shares, including interests arising through employee share plans
were: Douglas Flint 404,369; Stuart Gulliver 5,909,069; Iain Mackay 1,478,507; and Marc Moses 2,171,463. Each Directors total interests
represents less than 0.03% of the shares in issue.
2 Non-beneficial.
3 Phillip Ameen has an interest in 1,000, Kathleen Casey has an interest in 708, Safra Catz has an interest in 4,194, John Lipsky has an interest in 3,233
and Heidi Miller has an interest in 739 listed American Depositary Shares (ADS), which are categorised as equity derivatives under Part XV of the
Securities and Futures Ordinance of Hong Kong. Each ADS represents five HSBC Holdings ordinary shares.
4 Non-beneficial interest in renminbi (RMB) 1.2m 2.875% Notes 2015 which were redeemed on the due date of 30 April 2015.

Financial Review

Heidi Miller3

Beneficial
owner

Corporate Governance

HSBC Holdings ordinary shares


Phillip Ameen3
Kathleen Casey3
Safra Catz3
Laura Cha
Lord Evans of Weardale
Joachim Faber
Rona Fairhead
Douglas Flint
Stuart Gulliver
Sam Laidlaw
John Lipsky3
Rachel Lomax
Iain Mackay

At 31 December 2015
Child
Jointly
under 18
with another
or spouse
person

At
1 January
2015

Strategic Report

Directors interests shares and debentures

Since the end of the year, the aggregate interests of the following Director have increased by the number of HSBC Holdings
ordinary shares shown against his name:
HSBC Holdings ordinary shares
Douglas Flint (beneficial owner)
1 The acquisition of shares in the HSBC Holdings UK Share Incentive Plan through regular monthly contributions.

There have been no other changes in the shares or debentures of the Directors from 31 December 2015 to the date of this
report. Any subsequent changes up to the last practicable date before the publication of the Notice of Annual General Meeting
will be set out in the notes to that notice.
At 31 December 2015, non-executive Directors and senior management (being executive Directors and Group Managing
Directors of HSBC Holdings) held, in aggregate, beneficial interests in 18,959,851 HSBC Holdings ordinary shares (0.10% of the
issued ordinary shares). At 31 December 2015, executive Directors and senior management held, in aggregate, options to
subscribe for 29,128 HSBC Holdings ordinary shares under the HSBC Holdings savings-related share option plans. These options
are exercisable between 2017 and 2021 at prices ranging from 4.0472 to 5.1887 per ordinary share.

Financial Statements

311

Dividends for 2015


First, second and third interim dividends for 2015, each of $0.10 per ordinary share, were paid on 8 July 2015, 2 October 2015
and 3 December 2015, respectively. Note 9 on the Financial Statements gives more information on the dividends declared in
2015. On 22 February 2016, the Directors declared a fourth interim dividend for 2015 of $0.21 per ordinary share in lieu of a
final dividend, which will be payable on 20 April 2016 in cash in US dollars, or in sterling or Hong Kong dollars at exchange rates
to be determined on 11 April 2016, with a scrip dividend alternative. As the fourth interim dividend for 2015 was declared
after 31 December 2015 it has not been included in the balance sheet of HSBC as a debt. The reserves available for distribution
at 31 December 2015 were $46,591m.

HSBC HOLDINGS PLC

283

Shareholder Information

Dividends and shareholders

Report of the Directors: Corporate Governance / Directors Remuneration Report


Appendix to Corporate Governance / Statement from Group Remuneration Committee Chairman

A quarterly dividend of $15.50 per 6.20% non-cumulative US dollar preference share, Series A (Series A dollar preference
share), (equivalent to a dividend of $0.3875 per Series A American Depositary Share, each of which represents one-fortieth of
a Series A dollar preference share), was paid on 16 March, 15 June, 15 September and 15 December 2015.
Dividends for 2016
Quarterly dividends of $15.50 per Series A dollar preference share (equivalent to a dividend of $0.3875 per Series A American
Depositary Share, each of which represents one-fortieth of a Series A dollar preference share) and 0.01 per Series A sterling
preference share were declared on 5 February 2016 for payment on 15 March 2016.
Communication with shareholders
Communication with shareholders is given high priority. The Board has adopted a shareholder communication policy which is
available on www.hsbc.com. Extensive information about our activities is provided to shareholders in the Annual Report and
Accounts, the Strategic Report and the Interim Report which are available on www.hsbc.com. There is regular dialogue with
institutional investors, and enquiries from individuals on matters relating to their shareholdings and our business are welcomed
and are dealt with in an informative and timely manner. All shareholders are encouraged to attend the Annual General Meeting or
the informal meeting of shareholders held in Hong Kong to discuss our progress. Shareholders may send enquiries to the Board in
writing to the Group Company Secretary, HSBC Holdings plc, 8 Canada Square, London E14 5HQ or by sending an email to
shareholderquestions@hsbc.com.
Shareholders may require the Directors to call a general meeting other than an annual general meeting as provided by the UK
Companies Act 2006. Requests to call a general meeting may be made by members representing at least 5% of the paid-up capital
of the Company as carries the right of voting at general meetings of HSBC Holdings (excluding any paid-up capital held as treasury
shares). A request must state the general nature of the business to be dealt with at the meeting and may include the text of a
resolution that may properly be moved and is intended to be moved at the meeting. A request may be in hard copy form or in
electronic form and must be authenticated by the person or persons making it. A request may be made in writing to the postal
address referred to in the paragraph above or by sending an email to shareholderquestions@hsbc.com. At any general meeting
convened on such request no business shall be transacted except that stated by the requisition or proposed by the Board.
Notifiable interests in share capital
At 31 December 2015, HSBC Holdings had received the following notification of major holdings of voting rights pursuant to the
requirements of Rule 5 of the Disclosure Rules and Transparency Rules:

BlackRock, Inc. gave notice on 9 December 2009 that on 7 December 2009 it had the following: an indirect interest in
HSBC Holdings ordinary shares of 1,142,439,457; qualifying financial instruments with 705,100 voting rights that may
be acquired if the instruments are exercised or converted; and financial instruments with similar economic effect to
qualifying financial instruments which refer to 234,880 voting rights, each representing 6.56%, 0.0041% and 0.0013%,
respectively, of the total voting rights at that date.

At 31 December 2015, according to the register maintained by HSBC Holdings pursuant to section 336 of the Securities and
Futures Ordinance of Hong Kong:
JPMorgan Chase & Co. gave notice on 24 December 2015 that on 22 December 2015 it had the following interests in HSBC
Holdings ordinary shares: a long position of 1,018,886,506 shares; a short position of 191,280,267 shares; and a lending
pool of 577,920,072 shares, each representing 5.17%, 0.97% and 2.93%, respectively, of the ordinary shares in issue at that
date. Since 31 December 2015 and following interim notifications on 13 and 19 January, JPMorgan Chase & Co. gave notice
on 21 January 2016 that on 19 January 2016 it had the following interests in HSBC Holdings ordinary shares: a long position
of 1,031,430,337 shares; a short position of 202,548,058 shares; and a lending pool of 570,470,431 shares, each
representing 5.23%, 1.02% and 2.89%, respectively, of the ordinary shares in issue at that date; and
BlackRock, Inc. gave notice on 23 December 2015 that on 20 October 2015 it had the following interests in HSBC Holdings
ordinary shares: a long position of 1,266,331,205 shares and a short position of 4,177,847 shares, each representing 6.60%
and 0.02%, respectively, of the ordinary shares in issue at that date. Since 31 December 2015 and following interim
notifications on 22 January, BlackRock, Inc. gave notice on 26 January 2016 that on 21 January 2016 it had the following
interests in HSBC Holdings ordinary shares: a long position of 1,375,525,890 shares and a short position of 7,428,578 shares,
each representing 6.99% and 0.04%, respectively, of the ordinary shares in issue at that date.
Sufficiency of float
In compliance with the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited at least 25% of
the total issued share capital has been held by the public at all times during 2015 and up to the date of this report.
Dealings in HSBC Holdings listed securities
Except for dealings as intermediaries by subsidiaries of HSBC Holdings plc, neither HSBC Holdings plc nor any of its subsidiaries
purchased, sold or redeemed any of its securities listed on the Stock Exchange of Hong Kong Limited during the year ended
31 December 2015.

HSBC HOLDINGS PLC

284

286

This report sets out HSBCs remuneration policy for


executive Directors, what we paid our Directors in 2015
and why.

How our remuneration policy was applied in 2015 286


New remuneration policy for 2016

287

Looking ahead to 2016

287

Directors remuneration policy

288

Material factors taken into account when setting


pay policy

288

Remuneration policy executive Directors

289

Remuneration policy non-executive Directors

299

Remuneration policy for all employees

300

Link between pay and performance

300

Adjustment, malus and clawback

301

Annual report on remuneration

302

Remuneration Committee

302

Group variable pay pool

303

Single figure of remuneration

305

Determining executive Directors annual


performance

307

Awards under the GPSP

310

Non-executive Directors

311

Payments to past Directors

311

Total pension entitlements

312

Exit payments made in year

312

Scheme interests awarded during 2015

312

Summary of performance

312

CEO remuneration

313

Directors interests in shares

314

Shareholder context

315

Implementation of remuneration policy in 2016


for executive Directors

315

Annual bonus scorecards

315

Implementation of remuneration policy for


non-executive Directors

317

Strategic Report

Group variable pay pool and risk adjustments

Dear Shareholder,

This is my first year as Group Remuneration Committee


(the Committee) Chairman, although I have been a
member since 30 May 2008.
I have set out below how the Group has performed during
2015, how the remuneration policy was applied in
determining the remuneration outcome for our executive
Directors, and the new remuneration policy we are putting
forward for shareholder approval to give effect to the new
Remuneration Rules of the PRA and, to the extent we can
at this stage, the new European Banking Authority (EBA)
guidelines.

Financial Review

285

Group performance in 2015


Management laid out its strategy in June 2015, which
sets out the plan to reshape our business, capture future
growth opportunities and adapt to structural changes in
the operating environment. Delivering these strategic
objectives will create value for our customers and
shareholders and contribute to the long-term sustainability
of HSBC. Our executives are focused on delivering on these
strategic objectives.
Although adjusted profit before tax fell in 2015, we
strengthened our capital position and increased our
dividends per ordinary share. We also increased our
revenue and, although operating expenses increased
from 2014, we made progress in implementing our cost
reduction programmes and cost growth slowed in the
second half of the year.
Return on equity (%)
2015

7.2

2014

7.3

2013

9.2

Adjusted profit before tax ($bn)

Additional disclosures

318

Employee compensation and benefits

318

Pillar 3 remuneration disclosures

319

6.8

RBWM
CMB

8.2

GB&M

1 Appendix to Directors Remuneration Report.

8.7

GPB

All disclosures in the Directors' Remuneration Report are unaudited


unless otherwise stated.

Other

Disclosures marked as audited should be considered audited in the


context of financial statements taken as a whole.

HSBC HOLDINGS PLC

285

Corporate Governance

285

Group performance in 2015

App1

Financial Statements

Annual Statement from the Group


Remuneration Committee Chairman

Annual Statement from the


Group Remuneration
Committee Chairman

0.5
(3.9)

Shareholder Information

Directors Remuneration
Page
Report

Directors Remuneration Report (continued)


Statement from Group Remuneration Committee Chairman

Overall performance summary/business context


We grew adjusted revenue, strengthened our capital position and increased our dividend payable to shareholders.
Reported PBT for 2015 was up 1% at $18,867m compared with $18,680m for 2014.
Adjusted PBT was down 7% for 2015 at $20,418m compared with $21,976m for 2014. Adjusted PBT was up in two of five regions.
Adjusted revenue increased by $538m or 1% in 2015 to $57,765m compared with $57,227m for 2014, driven by revenue growth in clientfacing GB&M, principally in Equities and Foreign Exchange. Revenue also increased in CMB and Principal RBWM.
Adjusted LICs increased by $553m or 17% to $3,721m compared with $3,168m in 2014. LICs increased in CMB and in RBWM.
Adjusted operating expenses increased by $1,606m or 5% to $36,182m compared with $34,576m for 2014, reflecting investment in
growth, and regulatory programmes and compliance costs. Excluding the bank levy which is booked in the fourth quarter each year,
operating expenses in the second half of 2015 were broadly in line with the first half of the year. This was despite investment and
inflationary pressures, and partly reflects the initial effect of our cost saving initiatives and a strong focus on cost management.
Dividends in respect of 2015 increased from $0.50 per ordinary share in 2014 to $0.51 per ordinary share.
Our CRD IV end point CET1 capital ratio of 11.9% at 31 December 2015 was up from 11.1% at 31 December 2014. We continue to
generate capital from profit and our progress to achieve targeted RWA initiatives strengthened our CET1 ratio, creating capacity for
growth.
The leverage ratio remained strong at 5.0%.
For further information on financial performance, see the Financial Summary and pages 22 to 27 of the Strategic Report.

Group variable pay pool and risk adjustments

How our remuneration policy was applied


in 2015

Remuneration is an important tool for instilling the right


behaviours, driving and encouraging actions that are
aligned to organisational values and expectations. I believe
there should be a positive reward for achieving results in
the right way and a penalty when they are not.

Based on performance of the executive Directors against


their 2015 scorecards, the Committee approved 2015
annual incentive awards at 45% of the maximum for
Stuart Gulliver, 80.1% of the maximum for Iain Mackay
and 62% of the maximum for Marc Moses (details of the
performance outcomes are on page 307).

To drive positive change and influence the correct


behaviour, we launched a global At Our Best recognition
programme in July 2015, to be fully implemented by April
2016. This global programme enables everyone at HSBC
to recognise colleagues around the world who bring our
values to life in the way they think and act. It provides a
global shared understanding of what HSBC Values look like
in practice, and a consistent way of recognising people who
demonstrate them.

In respect of the Group Performance Share Plan (GPSP),


we determined that 41.3% of the maximum award should
be granted (details of the performance outcomes are on
page 310).
In aggregate, total compensation for the Group Chief
Executive (CEO) is down from 2014 reflecting the weaker
financial performance of the Group and the progress
towards implementation of Global Standards during
the year.

Where our aim to drive positive change is unsuccessful,


we have a process under which we apply downward
adjustments both at the variable pay pool level and at
the individual employee level. The 2015 variable pay was
determined after taking an automatic adjustment of
$431m to reflect fines, penalties and the cost of customer
redress. The Committee also reduced the payout ratio
from a target of 18.25% to 16%. This resulted in a further
adjustment of $398m to the variable pay pool. Additionally,
there were a number of actions taken, to reduce variable
pay proposed for 2015 for Group employees by $11m,
including members of senior management on account
of certain notable events that took place in the period.

Before confirming the total variable pay to be awarded to the


executive Directors, we took into account reports from the
independent Monitor and received inputs from the Financial
System Vulnerabilities Committee on the progress on the
implementation of the Monitors recommendations on AML
and sanctions compliance and other Global Standards-related
initiatives. Based on the inputs received and each executive
Directors HSBC Values rating, we assessed that no further
downward override adjustment is required in respect of the
executive Directors or senior executives.
A significant portion of the variable pay awards for
executive Directors is deferred and subject to malus during
the vesting period. In addition, all variable pay awards are
subject to clawback for a minimum period of seven years
from the date of grant. The breakdown of the variable pay
award and the period over which the awards are paid are
set out on page 294.

The Groups policy is for the vast majority of post-tax


profits to be allocated to capital retention and to dividends,
as described on page 304.
The Committee also reviewed the recommendation on
performance management and incentives in a report
issued by the G30: Banking Conduct and Culture: A Call
for Sustained and Comprehensive Reform. The review
confirmed that our practice on remuneration and
performance management is aligned with the
recommendations in the G30 report.

HSBC HOLDINGS PLC

286

Changes to the policy also address shareholder feedback,


mainly the desire to implement a long-term incentive
structure in line with that of other FTSE companies and to
introduce forward-looking performance conditions. The
performance measures for both the annual incentive and
the long-term incentive have also been revised to reflect
the strategic and financial objectives set out in the update
presented to investors in June 2015.

4,171

4,000
3,000
2,000

1,187

1,000

588

588

605

2017

2018

2019

0
2016

Group CEO

Group Finance Director

First awards under the new policy will be granted in


March 2017, in respect of the 2016 performance year.

Later of
2021 or
retirement

We have discussed the proposed changes to our


remuneration policy with a number of our large
shareholders and proxy advisory bodies, and overall
they have been broadly supportive of the changes.

Group CRO

New remuneration policy for 2016


We will be seeking approval for a new remuneration policy
at the AGM on 22 April 2016. The policy on pages 288 to
299 takes into account the new PRA Remuneration Rules,
which require deferral of variable pay over a longer period

I hope you will support the new remuneration policy, which


requires your approval to take effect, by voting for the
resolution.

Financial Review

000
5,000

Strategic Report

of seven years, rather than three as is currently the case.


It also takes into account changes based on the EBAs
Guidelines published in December 2015.

The following graph illustrates when the variable pay


awards for 2015 will be paid to our executive Directors.

Key changes
Element of pay

Changes

Cash in lieu of pension

Fixed pay allowance

To be released on a pro rata basis over five years.

Annual incentive

To be delivered in shares, subject to a minimum six-month retention period.


The Committee will retain the discretion to apply longer retention periods or apply deferral to a proportion
of the award (with vesting aligned to the long-term incentive).

Long-term incentives

Prior performance will be taken into consideration when determining the value of the grant.
Awarded in shares, subject to a three-year forward-looking performance period commencing from the
start of the financial year in which the awards are granted.
Awards will commence vesting after the end of the three-year performance period. Awards will vest in five
equal instalments with the first vesting on or around the third anniversary of the date of grant and the last
instalment vesting on or around the seventh anniversary of grant.
A retention period may be applied to ensure compliance with regulatory requirements.

Shareholding requirement

Expressed as a percentage of base salary.

The Committee will monitor the impact of the changes


to our remuneration policy to ensure it continues to be
aligned with our strategy, protects our business and
delivers shareholder value.

The new PRA Remuneration Rules are more stringent than


the rules in force in the EU, US and Asia-Pacific, making it
challenging for UK banks to attract talent with transferable
skills or from other industries. We believe more regulator
co-ordination is required to ensure there are globally
consistent remuneration standards and a level playing
field.

Shareholder Information

Sam Laidlaw Chairman


Group Remuneration Committee
22 February 2016

Financial Statements

Looking ahead to 2016

Corporate Governance

Reduced from 50% of base salary to 30% of base salary.

HSBC HOLDINGS PLC

287

Directors Remuneration Report (continued)


Directors remuneration policy

Directors remuneration
policy

The policy has been amended to take into account the


new PRA Remuneration Rules, EBA guidelines and
shareholder feedback. We will seek approval at the Annual
General Meeting on 22 April 2016 and if approved, the
policy is intended to apply immediately, for three years
to the end of the AGM in 2019.

Our new remuneration policy for executive and nonexecutive Directors is subject to shareholder approval.

Material factors taken into account when setting remuneration policy


The Committee takes into account a variety of factors when determining the remuneration policy for Directors.
Group strategy
and objectives

The Group strategic objectives are the key drivers for measuring performance and form the basis of the
annual scorecard and long term incentive scorecard for our executive Directors.

INTERNAL FACTORS

The targets set for the scorecards are aligned to the strategic targets of the Group.
Pay and employment
conditions within
the Group

In considering individual awards, a comparison of the pay and employment conditions of our employees
and senior executives is considered by the Committee.
The Group Head of Performance and Reward presents proposals for remuneration for the wider employee
population and consults with the Committee on the extent to which the different elements of remuneration
are provided to other employees.
Feedback from employee engagement surveys and HSBC Exchange meetings are taken into account in
determining the Groups remuneration policy.
Given the size of the Groups employee base and its geographical presence, the Committee did not consider
it appropriate to consult all employees on the Directors remuneration policy.

Reinforcing the
Groups values

The remuneration policy is designed to reinforce the Groups values and behaviours and to drive sustainable
performance.
The Committee receives input from the Group Risk Committee, the Financial System Vulnerabilities
Committee and the Conduct and Values Committee to ensure such behaviours are taken into account.

Regulation

There is still a wide divergence in local regulations governing remuneration structures globally. This
presents significant challenges to HSBC, which operates in over 70 countries worldwide.
In order to deliver long-term sustainable performance, it is important to have market-competitive
remuneration which is broadly equivalent across geographical boundaries in order to attract, motivate and
retain talented and committed employees around the world.

EXTERNAL FACTORS

We aim to ensure that our remuneration policy is aligned with regulatory practices and the interests
of shareholders. HSBC is fully compliant with the FSB, FCA, PRA, EBA and HKMA principles and rules on
remuneration which apply at the date of this report.
Comparator group

The Committee considers market data for executive Directors remuneration packages from a defined
remuneration comparator group: Australia and New Zealand Banking Group Limited, Bank of America,
Barclays, BNP Paribas, Citigroup, Deutsche Bank, JPMorgan Chase & Co, Santander, Standard Chartered
and UBS.
These ten global financial services companies were selected for 2015 on the basis of their business
coverage, size and international scope, and are subject to annual review for continuing relevance.
The Committee can also review other companies where relevant in determining the remuneration policy.

Shareholder views

The Chairman of the Committee, the Group Head of Performance and Reward and the Group Company
Secretary meet with key institutional shareholders and other representative bodies to discuss our
remuneration policy design, impact of regulatory changes and any key changes introduced.
We consider these meetings important to gather views on our current and developing remuneration
practices to ensure that our reward strategy continues to be aligned with the long-term interests of our
shareholders.
We also took on board views expressed by our shareholders on our remuneration policy at previous annual
general meetings. We have changed our approach on the provision of cash in lieu of pension and long-term
incentive awards as a result.

HSBC HOLDINGS PLC

288

Remuneration policy executive Directors


Our remuneration policy supports the achievement of our
strategic objectives through balancing reward for both
short-term and long-term sustainable performance.
Our strategy is designed to reward success, and to align
employees remuneration with our Values risk framework

The policy will apply to all executive Directors with the


exception of Douglas Flint, who is not eligible for a fixed
pay allowance or variable pay awards.

Remuneration policy executive Directors


Purpose and link to strategy

Operation

Fixed pay

These elements of remuneration are not subject to performance metrics.

Strategic Report

and risk outcomes. For our most senior employees, the


majority of their reward is deferred, subject to malus,
and clawback.

Maximum opportunity

To attract and retain key


talent by being market
competitive and rewarding
on-going contribution to
role.

Base salary reflects the individuals role,


experience and responsibility. The Committee
reviews and approves changes within the
context of local requirements and market
competitiveness.
Base salaries are benchmarked on an annual
basis against relevant comparator groups as
set out on page 288. Base salaries may be
reviewed more frequently at the discretion
of the Committee.

The annual base salary for each executive Director is set


out in the table on page 315.
Other than in exceptional circumstances, the base salary
for the current executive Directors will not increase by
more than 15% above the current levels during the
duration of this policy.

Fixed pay allowances are non-pensionable and


will be granted in shares that vest immediately
on a quarterly basis or at any other frequency
that the Committee deems appropriate.
These shares (net of shares sold to cover any
income tax and social security) will be subject
to a retention period. Shares will be released
annually on a pro rata basis over five years,
starting from the March immediately following
the end of the financial year in which the
shares are granted in respect of.
Dividends will be paid on the vested shares
held during the retention period.
The Committee retains the discretion to pay
the fixed pay allowance in cash if required to
do so by regulation.

Fixed pay allowances are determined based on the role


and responsibility of each individual.
The fixed pay allowance for the duration of this policy
will be capped at 150% of base salary levels at the start
of this policy.

Directors receive a cash allowance in lieu of a


pension entitlement.

30% of base salary.

Financial Review

Base salary

To attract and retain key


talent by being market
competitive.

Shareholder Information

Cash in lieu of pension

Financial Statements

To deliver fixed pay required


to reflect the role, skills,
and experience of the
Directors and to maintain
a competitive total
remuneration package for
the retention of key talent.

Corporate Governance

Fixed pay allowance (FPA)

HSBC HOLDINGS PLC

289

Directors Remuneration Report (continued)


Directors remuneration policy

Purpose and link to strategy

Operation

Variable pay

Adhering to the HSBC Values is a prerequisite to be considered for any variable pay. The HSBC Values are key
to running the bank on a sound, sustainable basis. Executive Directors have an HSBC Values rating that is
considered by the Committee following the financial year end.

Maximum opportunity

Performance metrics

Annual incentive
To drive and reward
performance against annual
financial, non-financial and
personal objectives which
are consistent with the
strategy and align to
shareholder interests.

Awards are discretionary and are


generally delivered in the form of
shares.
On vesting, the shares (net of
shares sold to cover any income
tax and social security) will be
subject to a minimum retention
period of at least six months.
Awards are subject to clawback
for a period of seven years from
the date of award. This may be
extended to ten years in the
event of an ongoing internal/
regulatory investigation at the
end of the seven-year period.
The Committee retains the
discretion to:
apply a longer retention
period;
grant the award partially in
cash, as long as at least 50% of
the award is in shares; and
defer a portion of the awards,
which will be subject to malus
during the deferral period.
Dividend equivalents will be paid
on the vested deferred shares,
equal to the dividends paid or
payable between the grant and
vesting date. These will normally
be paid in the form of additional,
i.e. scrip, shares. If not permissible
under regulatory requirements,
the number of shares to be
awarded may be based on a
share price discounted based on
a historical dividend yield.

The maximum opportunity for


annual incentive award is up to
215% of base salary.
The Committee will assess and
judge performance against the
targets set to determine the level
of achievement.
The overall payout of the annual
incentive could be between 0%
and 100% of the maximum.
25% of the maximum award
opportunity will vest at threshold
performance and up to 50%
will vest for target performance.
100% of the award will pay out
for maximum performance.
The Committee can reduce (to
zero if appropriate) the annual
incentive payout based on the
outcome of the performance
measures, if it considers that
the payout determined does
not appropriately reflect the
overall position and performance
of the Company during the
performance period.

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290

Performance is measured against


an annual scorecard, based on
targets set for financial outcomes
and non-financial outcomes
(including risk-related measures
and personal objectives). The
scorecards vary by individual.
Examples of the types of
measures are shown on
page 294.
The financial measures will have
a weighting of 60% for the Group
CEO, 50% for the Group Chief
Financial Officer and 25% for the
Group CRO.
The Committee has the
discretion to:
change the overall weighting
of the financial and nonfinancial measures;
vary the measures and their
respective weightings within
each category. The specific
performance measures will be
disclosed in the Annual report
on remuneration for the
relevant year; and
make adjustments to
performance targets to reflect
significant one-off items which
occur during the
measurement period. Full and
clear disclosure of any such
adjustments will be made
within the Annual report on
remuneration at the end of
the performance year, subject
to commercial confidentiality.

Purpose and link to strategy

Operation

Maximum opportunity

Performance metrics

Awards are discretionary and


are awarded in shares under
the HSBC Share Plan 2011,
subject to a forward-looking
three-year performance period
from the start of the financial
year in which the awards are
granted.
At the end of the performance
period, the performance
outcomes will be used to assess
what percentage of the awards
will vest. These awards will vest
in five equal instalments with
the first vesting on or around the
third anniversary of the grant
and the last instalment vesting
on or around the seventh
anniversary of the grant date.
This is based on the PRAs
requirements.
On each vesting, the shares (net
of shares sold to cover any
income tax and social security)
will be subject to a minimum
retention period of six months
if required by regulators.
Awards are discretionary and
are subject to malus during the
vesting period and clawback for
a period of seven to ten years
from the date of award.
Dividend equivalents will be paid
on the vested deferred shares,
equal to the dividends paid or
payable between the grant and
vesting date. These will normally
be paid in the form of additional,
i.e. scrip, shares. If not permissible
under regulatory requirements,
the number of shares to be
awarded may be based on a
share price discounted based on
a historical dividend yield.
The Committee may adjust and
amend awards in accordance
with the rules of the HSBC Share
Plan 2011.

The maximum opportunity for


LTI award is up to 320% of base
salary.
The Committee will assess and
judge performance against the
targets set to determine the
level of achievement.
The overall payout level could
be between 0% and 100% of the
maximum.
25% of the maximum award
opportunity will vest at threshold
performance and up to 50%
will vest for target performance.
100% of the award will vest for
maximum performance.
The Committee can reduce (to
zero if appropriate) the LTI
payout based on the outcome
of the performance measures,
if it considers that the payout
determined does not
appropriately reflect the overall
position and performance of
the Company during the
performance period.

The Committee will take into


consideration prior performance
when assessing the value of the
LTI grant.
Forward-looking performance is
measured against a long-term
scorecard with financial
outcomes (60% weighting) and
non-financial outcome, including
risk and strategy-related
measures (40% weighting).
Relative Total Shareholder
Return (TSR) will have a
weighting of one-third of the
total financial measures. One-third
will be based on achieving return
on equity targets and one-third
will be based on the attainment
of cost-efficiency targets.
Performance targets are set
annually for each three-year
cycle by the Committee.
The Committee has the
discretion to:
change the overall weighting
of the financial and nonfinancial measures;
vary the measures and their
respective weightings within
each category. The specific
performance measures will be
disclosed in the Annual report
on remuneration for the
relevant year; and
make adjustments to
performance targets to
reflect significant one-off
items which occur during the
measurement period. Full and
clear disclosure of any such
adjustments will be made
within the Annual report on
remuneration, subject to
commercial confidentiality.

Financial Review
Corporate Governance
Financial Statements
Shareholder Information

To incentivise sustainable
long-term performance
and long-term alignment
with shareholder interests.

Strategic Report

Long-term incentive (LTI)

HSBC HOLDINGS PLC

291

Directors Remuneration Report (continued)


Directors remuneration policy

Purpose and link to strategy

Operation

Other

These elements are not subject to performance metrics.

Maximum opportunity

Benefits
To provide benefits in
accordance with local
market practice.

Benefits take account of local market practice and include,


but are not restricted to, the provision of medical insurance,
income protection insurance, health assessment, life
assurance, club membership, tax return assistance, car
benefit (including any tax due on the benefit) and travel
assistance.
Stuart Gulliver is also provided with accommodation and car
benefit in Hong Kong. HSBC pay any tax due on this benefit.
Additional benefits may also be provided where an
executive is relocated or spends a substantial proportion of
his/her time in more than one jurisdiction based on business
needs. Such benefits could include, but are not restricted to,
airfare, accommodation, shipment, storage, utilities and any
tax and social security that may be due in respect of such
benefits.

Determined by the nature of the benefit


provided. The benefit amount will be
disclosed in the Single Figure Table of
Remuneration for the relevant year.

Executive Directors and other senior executives are subject


to shareholding guidelines.
The shareholding guidelines as a percentage of base salary
are:
Group Chairman: 100%
Group CEO: 400%
Group Finance Director: 300%
Group CRO: 300%
Individuals are given five years from 2014 or (if later) their
appointment to build up the recommended levels of
shareholding. The shareholding guideline does not count
unvested share-based incentives.
The Committee reviews compliance with the shareholding
guidelines. The Committee has full discretion in determining
any penalties in cases of non-compliance, which could
include a reduction of future awards and/or an increase in
the proportion of the annual variable pay that is deferred
into shares.
HSBC operates an anti-hedging policy and executive
Directors are required to certify each year that they have
not entered into any personal hedging strategies in relation
to their holdings of HSBC shares.

N/A

Executive Directors are also entitled to participate in all


employee share plans, such as the HSBC Sharesave, on the
same basis as all other employees.
Under the Sharesave, executive Directors can make monthly
savings over a period of three or five years towards the grant
of an option over HSBC shares. The option price can be at a
discount, currently of up to 20%, on the share price at the
start of the savings period.

The number of options determined by


maximum savings set by HM Revenue and
Customs per month, currently 500.

Shareholding guidelines
To ensure appropriate
alignment with the
interest of our
shareholders.

All employee share plans


To promote share
ownership by all
employees.

HSBC HOLDINGS PLC

292

Purpose and link to strategy

Operation

Maximum opportunity

Performance metrics

Award levels have already been


determined based on the
outcome of relevant performance
measures in the relevant prior
year.

The vesting of these awards is


subject to a service condition.
In respect of performance year
2012, vesting of the deferred
shares portion of the annual
incentive awards granted in
March 2013 is subject to
satisfactory conclusion of the
Deferred Prosecution Agreement
with the US Department of
Justice (US DPA). No further
performance conditions apply
for any other awards.
The US DPA condition ends on
the fifth anniversary of the award
date unless it is extended or
otherwise continues beyond that
date, in which case the awards
will vest on the date on which
the US DPA expires and
otherwise ceases to operate.

Financial Review

Vesting of outstanding deferred


cash and share-based awards
granted in prior years, including
2016. This includes deferred
shares and GPSP awards granted
under the HSBC Share Plan 2011
and HSBC Share Plan, which will
continue to form part of the
remuneration policy until
vesting.
The awards normally vest over a
period of up to five years from
the date of grant. On vesting,
shares (net of any shares sold
to cover income tax and social
security) will be subject to the
applicable retention period set
out at the time of the award.
Dividend equivalents will be paid
on the vested shares. A notional
return will be paid for vested
deferred cash awards.

Differences in policy applied to employees generally

The Committee reserves the right to make any


remuneration payments and payments for loss of office,
notwithstanding that they are not in line with the policy set
out above where the terms of the payment were agreed:

The following table illustrates the differences in policy


that apply to different groups of employees. For further
details, see Remuneration policy for all employees on
pages 300 to 301.

(i) before the policy set out above, or any previous policy
came into effect;

Elements of remuneration applied to employees

(ii) at a time where a previous policy, approved by


shareholders, was in place provided the payment is
in line with the terms of that policy; or
(iii) at a time when the relevant individual was not a
director of the Company and the payment was not in
consideration for the individual becoming a Director
of the Company.

Group
Managing
Directors

Other
Employees

Shareholder Information

Financial Statements

Base salary
Fixed pay allowance
Annual incentive
GPSP/long-term incentive
Benefits and pension

Executive
Directors

Corporate Governance

2011 2015 Group


Performance Share Plan
(GPSP), deferred cash
and share awards.

Strategic Report

Provisions of previous policy that will continue to apply:

HSBC HOLDINGS PLC

293

Directors Remuneration Report (continued)


Directors remuneration policy

Release profile of total compensation


The following chart provides an illustrative release profile of target performance total compensation for the Group CEO based
on the new remuneration policy.
Illustration of release profile at target total compensation
100%

6%
6%
6%
11%
11%
5%
5%
26%

25%

0%
2016

2017

2018

Base salary

2019

2020

Pension

2021

Annual incentive

Choice of performance measures and targets

2022
Fixed pay allowance

2023

2024

LTI

including the economic environment, market conditions


and expectations, the Groups strategic actions and risk
appetite.

The performance measures were selected as they reflect


the Groups financial targets and strategy. The measures
were determined in consultation with major shareholders.
The targets take into account a number of factors,

Further details of the measures and targets under the


policy are in the tables below.

Performance measures for annual incentive


Financial measures
Will be aligned to achievement of our
annual operating plan targets and linked
to the key Groups key strategic actions.
Measures may include but are not limited
to:
profit before tax;
reduction of Group risk-weighted assets
(RWAs);
delivery of cost savings; and
strategic growth.
Targets for threshold and maximum
vesting will be based on various factors
including each years annual operating
plan targets.

Global Standards, including risk


and compliance

Personal objectives

Drive implementation of our Global


Standards and risk and compliance policies.
Measures may include but are not limited
to:

Progress made on delivering key nonfinancial milestones aligned to the Groups


strategic actions, leadership and people
metrics.

progress and embedding of anti-money


laundering and sanctions policies;
implementation of enhanced customer
due diligence programmes worldwide;
and
implementation and embedding of
conduct programmes.
The targets set will be linked to milestones
agreed with the Monitor, regulators and
overall Group objectives.

HSBC HOLDINGS PLC

294

Will drive delivery of long-term Group


strategic actions.

Changes in remuneration policy for 2016


The following table provides a summary of key changes to the remuneration policy for 2016.
Policy changes

Rationale for change

Base salary

No change

N/A

Fixed pay allowance

Released pro rata over a period of five years.

Retention period changed to be consistent with


market practice and to reflect longer deferral
requirements.

Cash in lieu of pension

Maximum reduced from 50% of base salary to


30% of base salary.

Feedback from shareholders that cash in lieu of


pension was high relative to large FTSE
companies.

Annual incentive

Maximum is 215% of base salary.


Delivered 100% in shares, subject to a retention
period.

The Committee considered it appropriate to


have the annual incentive subject to a retention
period, to align with the overall variable pay
structure of the PRA Remuneration Rules and to
take into account the overall time horizons of
the total remuneration package of the executive
Directors.

Long-term incentive

Maximum is 320% of base salary.


Prior performance will be taken into consideration
when assessing the value of the grant.
Performance targets set annually for each threeyear forward-looking performance period.
Introduction of relative TSR as a performance
measure.
Awards to vest, subject to the outcome of the
performance conditions at the end of the threeyear performance period, in equal instalments
between the third and seventh anniversary of
the grant date.
A retention period may be applied to ensure
compliance with regulatory requirements.

Shareholder feedback on preference to have a


more conventional long-term incentive structure,
with a forward-looking performance period in
line with FTSE practice.
Longer deferral period required under the PRA
Remuneration Rules.

Shareholder Information

Remuneration component

Financial Review

Will be used in line with the Monitors


guidance and as part of regulatory
requirement to use non-financial measures
as part of a balanced scorecard.
Measures may include but are not limited
to:
completion of US DPA commitments;
management of key risks; and
regulatory transparency.
Targets set will be based on achievement
of key long-term commitments and
achievement of a successful Global
Standards roll-out.

Corporate Governance

Will be strongly aligned to the business


strategy and based on primary long-term
financial goals.
Measures may include but are not limited
to:
return on equity;
cost efficiency (jaws); and
relative TSR against a global financial
services peer group.
Targets set for threshold and maximum
vesting will be based on long-term financial
goals.

Strategy

Financial Statements

Global Standards, including risk


and compliance

Financial measures

Strategic Report

Performance measures for long-term incentives

HSBC HOLDINGS PLC

295

Directors Remuneration Report (continued)


Directors remuneration policy

Remuneration scenarios

Other directorships

For the proposed new remuneration policy, the total


remuneration opportunity for target and maximum
performance has been reduced for executive Directors.

Executive Directors may accept appointments as nonexecutive directors of companies which are not part
of HSBC if so authorised by either the Board or the
Nomination Committee.

The following charts show how the total value of


remuneration (excluding benefits) and its composition
would vary under different performance scenarios for
executive Directors. Previous models the policy in place
prior to shareholder approval in 2014. Current models
the policy approved at the 2014 AGM. New models the
proposed policy, which will be effective from the date of
the 2016 AGM, subject to shareholders approval. Target
is set at 50% of maximum variable pay.

When considering a request to accept a non-executive


appointment, the Board or the Nomination Committee will
take into account, amongst other things, the expected time
commitment associated with the proposed appointment.
The time commitment for external appointments is also
routinely reviewed to ensure that they will not compromise
the Directors commitment to HSBC. The Directors
biographies as set out on pages 294 to 254 includes those
directorships provided for under CRD IV.

There is no chart for Douglas Flint, who is not eligible for


variable pay awards.

Any remuneration receivable in respect of an external


appointment of an executive Director is normally paid to
the Group, unless otherwise approved by the Nomination
Committee or the Board.

Stuart Gulliver
Amounts in 000
13,125

Approach to recruitment remuneration


executive Directors

10,725
9,975
57%
7,500
50%
3,575
1,875

3,325

7,150

45%

40%

22%

27%

33%

33%

6,650

33%

30%

17%

20%

50%

50%

On the recruitment or appointment of a new executive


Director, the Committee would adhere to the following
principles:
remuneration packages should be in line with the
approved policy for executive Directors;

29%

25%
100%

100%
Previous Current

100%
New

25%
Previous Current

Minimum

New

14%
Previous Current

Target

remuneration packages must meet any applicable


local regulatory requirements; and

New

Maximum

where necessary, compensation may be provided


in respect of forfeiture of awards from an existing
employer (buyout awards).

Iain Mackay
Amounts in 000
7,350
6,000

2,000
1,050
100%

100%

Previous Current

4,000

3,720

50%

33%

30%

17%

20%

50%

50%

1,860
25%
100%
New

57%

4,200

25%

Previous Current

Minimum

New

29%
14%

45%

40%

22%

27%

33%

33%

Previous Current

Target

Outlined in the following table are all components that


would be considered for inclusion in the remuneration
package of a new executive Director and, for each, the
approach that would be adopted.

5,580

In the case of an internal appointment, any variable


element awarded in respect of the prior role may be
allowed to pay out according to its terms on grant.

New

Maximum

Marc Moses
Amounts in 000
7,350
6,000

2,000
1,050
100%

100%

Previous Current

4,200

4,000

3,720

50%

33%

30%

17%

20%

50%

50%

1,860
25%
100%
New

Minimum
Fixed pay

57%

25%

Previous Current

New

Target
Annual incentive

29%
14%

5,580

45%

40%

22%

27%

33%

33%

Previous Current

New

Maximum
GPSP / LTI

HSBC HOLDINGS PLC

296

Fixed pay

Base salary and fixed pay allowance to reflect the individuals role, experience and responsibility and be set
in the context of market practice.
Pension in line with policy as set out in the Remuneration policy table on page 289.

Benefits

Benefits to be provided will be dependent on circumstances but in line with Group policy and the
Remuneration policy table, including the global mobility policy, where applicable, and local regulations.

Annual incentive

New joiners will be eligible to be considered for an annual incentive award as set out in the Remuneration
policy table on page 290.
Guaranteed bonuses are only permitted by exception and must be limited to the first year of service,
subject to the Group Deferral Policy and performance requirements.

Long-term incentive

May be considered for LTI award in year as set out in the Remuneration policy table on page 291.

Buyout

May be offered if the individual holds any outstanding unvested awards which are forfeited on resignation
from the previous employer.
Group buyout policy is in line with the PRA Remuneration Rules which states that both the terms and
amount of any replacement awards will not be more generous than the award forfeited on departure from
the former employer.
Delivered as HSBC deferred shares with vesting and retention periods to match the terms of forfeited
awards with previous employer as closely as possible, subject to proof of forfeiture and other relevant
documentation. Where the time to vesting is less than 60 days, cash or deferred cash may be awarded for
administrative purposes.
Where appropriate, the Committee retains the discretion to utilise the provisions provided in the Listing
Rules for the purpose of making buy-out awards.

Service contracts and policy on payments on loss of


office executive Directors

Letters setting out the terms of appointment of each of


the executive Directors are available for inspection at the
Companys registered office. Consistent with the best
interests of the Group, the Committee will seek to minimise
termination payments. Directors may be eligible for a
payment in relation to statutory rights.

Our policy is to employ executive Directors on service


agreements with 12 months notice period.
Service contracts

14 February 2011
10 February 2011
4 February 2011
27 November 2014

12 months
12 months
12 months
12 months

The following table sets out the basis on which payments


on loss of office may be made. Other than as set out in the
table, there are no further obligations which could give rise
to remuneration payments or payments for loss of office:

Financial Statements

Notice period
(Director & HSBC)

Shareholder Information

Director
Douglas Flint
Stuart Gulliver
Iain Mackay
Marc Moses

Contract date
(rolling)

Financial Review

Approach taken to each component of remuneration

Corporate Governance

Component

Strategic Report

Components of remuneration package of a new executive Director

HSBC HOLDINGS PLC

297

Directors Remuneration Report (continued)


Directors remuneration policy

Payments on loss of office


Component of
remuneration

Approach taken

Fixed pay and benefits

Executive Directors may be entitled to payments in lieu of:


notice, which shall consist of base salary, pension entitlements and other contractual benefits, or an
amount in lieu of; and/or
accrued but untaken holiday entitlement.

Annual incentives and


long-term incentives

In exceptional circumstances as determined by the Committee, the executive Director may be eligible for
annual incentives and long-term incentives based on the time worked in the performance year and on the
individual executive Directors contribution.

Unvested deferred awards

All unvested awards will be forfeited when an executive Director ceases employment voluntarily and is not
deemed a good leaver. An executive Director may be considered a good leaver at the discretion of the
Committee and the following will apply:
unvested awards will continue to vest in line with the applicable vesting dates, subject to the original
performance conditions, the share plan rules, malus and clawback provisions; or
vested shares, subject to retention, will be released to the executive Director on cessation of
employment.
In the event of death unvested awards will vest and will be released to the executive Directors estate as
soon as practicable.
In respect of outstanding unvested awards, for an individual to be considered as a good leaver, the
Committee needs to be satisfied that the executive has no current or future intention at the date of leaving
HSBC of being employed by any competitor financial services firm. The Committee determines the list of
competitor firms and length of time this restriction applies. If the Committee becomes aware of any
evidence to the contrary before vesting, the award will lapse.
If the executive Director is not deemed a good leaver for purposes of the GPSP, vested shares, subject to
retention, will be released to the executive Director in three equal tranches on each of the first, second and
third anniversary of cessation of employment.

Repatriation

Where an executive Director has been relocated as part of their employment, the Committee retains the
discretion to pay the repatriation costs. This may include, but are not restricted to, airfare, accommodation,
shipment, storage, utilities and any tax and social security that may be due in respect of such benefits.

Post-departure benefits

Applicable for the duration of the clawback period, up to a maximum of seven years from date of departure
for those who depart under good leaver provisions under the HSBC Share Plan and subject to non-compete
provisions, in accordance with the terms of the policy. Benefits may include medical coverage, tax return
preparation assistance and legal expenses for the duration of the clawback period.
The Committee also has the discretion to extend the post-departure benefit of medical coverage to former
executive Directors, up to a maximum of seven years from their date of departure.

Legal claims

The Committee retains the discretion to make payments (including professional and outplacement fees) to
mitigate against legal claims, subject to any such payments being made in accordance with the terms of an
appropriate agreement waiving all claims against the Group.

Change of control

In the event of a change of control, outstanding awards will be treated in line with the provisions set out in
the respective plan rules.

HSBC HOLDINGS PLC

298

The policy for non-executive Directors is to pay:

The Board will review the amount


of each component of fees
periodically to assess whether,
individually and in aggregate,
they remain competitive and
appropriate in light of changes in
roles, responsibilities, and/or time
commitment of the non-executive
Directors and to ensure that
individuals of the appropriate
calibre are able to be retained
or appointed.
Other than in exceptional
circumstances, fees will not
increase by more than 20% above
the current fee levels during the
duration of this policy.

Expenses

Reimbursed for any expenses incurred in performing their role and any related tax cost on
such reimbursement.

Shareholding guidelines

To ensure appropriate alignment with the interests of our shareholders, non-executive


Directors, individually or with their connected persons, are expected to satisfy a
shareholding guideline of 15,000 shares within five years from 2014 or (if later) their
appointment.
The Committee reviews compliance with the guidelines annually. The Committee has full
discretion in determining any consequences in cases of non-compliance.

base fees; and


further fees for additional Board duties such as
chairmanship, membership of a committee, or
acting as the senior independent Director or
deputy Chairman acting as one.
Fees are paid in cash. The Board retains the discretion
to pay in shares rather than cash where appropriate.
Any non-executive Chairman would be paid a fixed
annual fee for all Board responsibilities based on their
experience and the time commitments expected for
the role, together with such other benefits as the
Committee may in its absolute discretion determine.
Any newly appointed non-executive Director would be
paid in line with the policy on a time apportioned basis
in the first year as necessary. No sign-on payments are
offered to non-executive Directors.
The Board (excluding the non-executive Directors) has
discretion to approve changes to the fees. The Board
may also introduce any new component of fee for
non-executive Directors subject to the principles,
parameters and other requirements set out in this
remuneration policy.
Certain non-executive Directors may be entitled to
receive fees for their services as directors of subsidiary
companies of HSBC Holdings plc. Such additional
remuneration is determined by the board of directors
of each relevant subsidiary within a framework set by
the Group Remuneration Committee.

Service contracts and policy on payments on loss of


office non-executive Directors

Non-executive Directors current terms of appointment


will expire as follows:

Non-executive Directors are appointed for fixed terms


not exceeding three years, which may be renewed subject
to their re-election by shareholders at annual general
meetings. Non-executive Directors do not have service
contracts, but are bound by letters of appointment issued
for and on behalf of HSBC Holdings plc. Other than as set
out above, there are no obligations in the non-executive
Directors letters of appointment which could give rise
to remuneration payments or payments for loss of office.

in 2016, Rona Fairhead and Sir Simon Robertson, who


are not seeking reappointment;
in 2017, Kathleen Casey, Laura Cha, Lord Evans of
Weardale, Sam Laidlaw and Jonathan Symonds;

Financial Review

The fee levels payable reflect the time


commitment and responsibilities of a nonexecutive Director of HSBC Holdings.

Fees

Corporate Governance

Maximum opportunity

Financial Statements

Operation

in 2018, Phillip Ameen, Joachim Faber, John Lipsky,


Rachel Lomax and Heidi Miller; and
in 2019, Henri de Castries, Irene Lee, Pauline van der
Meer Mohr and Paul Walsh.

HSBC HOLDINGS PLC

299

Shareholder Information

Purpose and link to strategy

Strategic Report

Remuneration policy non-executive Directors

Directors Remuneration Report (continued)


Directors remuneration policy for all employees

Remuneration policy for all


employees

allows flexibility in response to prevailing circumstances;


and
is consistent with effective risk management.

The Committee oversees the Groups remuneration policy


and its application to the wider employee population.

The mix of fixed and variable pay granted to an employee


corresponds to the individuals role, local market factors
and regulatory requirements. The variable pay for all
material risk takers (MRTs) is restricted to a maximum
of 200% of their fixed pay.

The Committee periodically reviews the adequacy and


effectiveness of the policy and ensures that it:
meets the commercial requirement to remain
competitive;

The table provides an overview of the different remuneration


elements and how this is operated for our employees:

is affordable;
Component of remuneration

Approach taken

Base salary

Market competitive pay for the role, skills and experience required for the business. Used to attract and
retain employees.

Fixed pay allowances

Given where a rebalancing of the fixed and variable pay components of remuneration is appropriate.
The criteria used for determining fixed pay allowances include: the role, skills, experience, technical
expertise, market compensation and other remuneration that the employee may receive in the year.
Allowances may be in cash and/or vested shares.
The shares (net of shares sold to cover any income tax and social security) would be subject to a retention
period.

Pension and benefits

Provided in accordance with local market practice. This includes but is not limited to the provision of
pensions, medical coverage, life insurance, health assessment, tax return preparation, legal fees and
relocation allowances.

Annual incentives

Awards to drive and reward performance based on annual financial and non-financial measures consistent
with the medium to long-term strategy, shareholder interests and adherence to HSBC Values.
For MRTs, awards are normally subject to a 40% or 60% deferral. Normally delivered in cash and/or
shares, subject to a minimum six-month retention period. The vesting schedule is normally over 3 years.
For 2016, it could be 3 years, 5 years or 3-7 years, depending on the regulatory status of the employee.
Deferred awards are subject to malus and all awards are subject to clawback.
MRTs who meet the de minimis requirements of the PRA are subject to the normal deferral rates
applicable to all other employees.
For all other employees, awards can be in the form of cash and/or shares. Awards above a specified
threshold are subject to deferral based on a deferral table. All deferred awards are subject to malus.
HSBC operates an anti-hedging policy for all employees. As part of this all employees are required to
certify each year that they have not entered into any personal hedging strategies in relation to their
unvested awards and holdings of HSBC shares subject to a retention period.

Long-term incentives

Share awards made to incentivise sustainable long-term performance and align to shareholder interests.
Only Group Managing Directors are eligible to receive long-term incentives. All awards are subject to
malus and clawback.

Link between pay and performance

objectives specific to the functional role they undertake, to


ensure their remuneration is determined independent of the
performance of the business areas they control.

Under our remuneration framework, pay decisions are


made based on the following factors: business results,
performance against scorecard objectives, general
individual performance of the role, and adherence to
HSBC Values, business principles, risk-related policies,
procedures and Global Standards.

HSBC Values are key to the running of a sound, sustainable


bank. All employees have a separate behavioural rating,
which informs their eligibility for variable pay and
influences their variable pay determinations.
Regular reviews are undertaken to assess instances of noncompliance with risk procedures and expected behaviours.
Instances of non-compliance are escalated for consideration
in variable pay decisions, using the adjustment, malus and
clawback policies described in the next section. For MRTs,
the Committee has oversight of such decisions.

At the end of each performance year, performance against


scorecard objectives, including risk objectives, form the
basis of remuneration decisions. This ensures risk
management is embedded and forms an integral part of
all our activities. This is especially important for senior
executives and MRTs as risk and compliance measures in
their scorecards ensure that their individual remuneration
has been appropriately assessed with regard to risk.
The performance and remuneration of individuals in control
functions is assessed according to a balanced scorecard of

HSBC HOLDINGS PLC

300

an individuals proximity to, and responsibility for, the issue


in question. Where possible, an adjustment will be made to
current year variable pay, before the application of malus,
then clawback.

Where there are instances of conduct breaches, the


following actions can be taken. The Committee has
exclusive discretion to apply the malus and clawback under
the policies that it has adopted, taking into consideration
Type of
action

Type of variable pay


award affected

Adjustment

Current year
variable pay

This is in line with the PRA and FCA regulatory requirements.

Circumstances where it may apply (including, but not limited to):


Detrimental conduct or conduct which brings the business into disrepute.

Strategic Report

Adjustment, malus and clawback

Involvement in Group-wide events resulting in significant operational losses, including


events which have caused or have the potential to cause significant harm to HSBC.
Non-compliance with HSBC Values and other mandatory requirements.
Based on the recommendations received from the independent Monitor, the Committee
introduced the policy in 2014.
The criteria used to determine the downward adjustment will include:
insufficient yearly progress in developing an effective AML and sanctions compliance
programme; or
non-compliance with the US DPA and other relevant orders.
In deciding the application and degree of any such downward override to reduce variable
pay awards, the Committee will factor in the Financial System Vulnerabilities Committees
recommendations and the feedback from the Monitor in relation to cooperation with their
review and progress in developing an effective AML and sanctions compliance programme.

Malus

Unvested deferred
awards granted in
prior years

Detrimental conduct or conduct which brings the business into disrepute.


Past performance being materially worse than originally reported.
Restatement, correction or amendment of any financial statements.
Improper or inadequate risk management.
Applicable only to awards granted to MRTs on or after 1 January 2015 for seven years. May
be extended to ten years for employees under the Senior Manager Regime in the event of
ongoing internal/regulatory investigation at the end of the seven-year period.
Participation in or responsibility for conduct which results in significant losses.
Failing to meet appropriate standards of fitness and propriety.
Reasonable evidence of misconduct or material error that would justify, or would have
justified, summary termination of a contract of employment.
HSBC or a business unit suffers a material failure of risk management within the context
of Group-risk management standards, policies and procedures.

Financial Statements

Vested or paid awards

Shareholder Information

Clawback

Financial Review

Current year variable


pay for executive
Directors and other
senior executives

Corporate Governance

Adjustment
under the
downward
override policy

HSBC HOLDINGS PLC

301

Directors Remuneration Report (continued)


Annual report on remuneration

Membership

Annual report on
remuneration

The members of the Group Remuneration Committee


during 2015 were Sir Simon Robertson (stepped down as
Chairman of this Committee on 24 April 2015), Sam Laidlaw
(appointed Chairman on 24 April 2015), and John Lipsky.
Pauline van der Meer and Paul Walsh joined the Group
Remuneration Committee on 1 January 2016.

Remuneration Committee
Role
Within the authority delegated by the Board, the
Committee is responsible for approving the Groups
remuneration policy. The Committee also determines the
remuneration of executive Directors, senior employees,
and employees whose activities have or could have a
material impact on our risk profile. No executive Directors
are involved in deciding their own remuneration.

Activities
The Committee met 11 times during 2015. The following is
a summary of the Committees key activities during 2015.

Details of the Committees key activities


Month

Activities

Month

Activities

January

2014 performance year pay review matters


Directors Remuneration report
Share Plan HSBC UK Share Incentive Plan
Governance matters

May

Remuneration policy review


2015 Material Risk Taker review
Update on notable events
Regulatory updates
Country/business policies and practice
Governance reports

February

2014 performance year pay review matters


2015 GPSP and Group CEO Annual Scorecards
Update on notable events
Downward Override Policy
2014 Directors Remuneration Report and
Strategic Report
Regulatory submissions and disclosures
Governance matters

July

Country/business policies and practice


Regulatory updates
Update on notable events
Remuneration policy design considerations
Governance matters

March

2015 Monitors report on remuneration-related


matters
Downward Override Policy
Final regulatory submissions and disclosures
Review of draft EBA remuneration guidelines
2014 performance year pay review matters
Country/business policies and practice
Governance matters

September

Regulatory updates and submissions


Update on notable events
Remuneration policy design considerations
2015 performance year pay review matters
Group share plans
Governance matters

October

G30 study on banking conduct and culture


Remuneration policy design considerations
Country/business policies and practice
Governance matters

Performance management and reward survey


Regulatory update on EBA guidelines and FCA
guidance on ex-post risk adjustment
Group share plans
Country/business policies and practice
Governance matters

November

December

April

Advisers

2015 performance year pay review matters


2015 regulatory submissions
Update on notable events
Remuneration policy design considerations
Shareholder consultation on new remuneration
policy
Governance matters
2015 performance year pay review matters
2015 regulatory submissions
Governance matters
Country/business policies and practice
Group share plans

Deloitte LLP provided benchmarking data on remuneration


policy design considerations and independent advice to
the Committee. Deloitte also provided tax compliance and
other advisory services to the Group. To ensure the advice
from Deloitte was objective, the Committee required the
advice to be independent and distinct from any internal
review and analysis on remuneration policy matters.

The Committee received input and advice from different


advisers on specific topics during 2015. In 2015, Deloitte
was appointed as an objective, independent adviser to
support the Committee on a one-off basis with respect
to the new remuneration policy.

HSBC HOLDINGS PLC

302

The Committee also received feedback and input from the


Group Risk Committee, Financial System Vulnerabilities
Committee and Conduct & Values Committee on risk and
compliance-related matters relevant to remuneration. This
included the input from Financial System Vulnerabilities
Committee on the implementation and annual assessment
of progress on the implementation and progress on the AML
and sanctions compliance programme for the purposes of
the Committees determination on any adjustments to be
made under the downward override policy.

During the year, the Group CEO provided regular briefings


to the Committee. In addition, the Committee received
advice from the following employees as part of their
executive role as employees of HSBC:
Ann Almeida, former Group Head of Human Resources
and Corporate Sustainability (last meeting attended
February 2015),
Pierre Goad, Group Head of Human Resources,

Strategic Report

John Flint, Chief Executive Retail Banking and Wealth


Management.

During 2015, total fees of 116,200 were paid to Deloitte in


relation to the remuneration related advice provided to the
Committee. This was based on a fixed fee agreed on an
estimated time spent basis.

Group variable pay pool

Alexander Lowen, Group Head of Performance and


Reward,

Variable pay pool determination


Performance and risk
appetite statement

The variable pay pool takes into account the performance of the Group considered within the context of our
risk appetite statement (RAS) which includes a number of earnings/capital related metrics, such as return
on equity, return on notional risk weighted assets, common equity tier 1 capital ratio and the leverage ratio.
This ensures that the variable pay pool is both economic and shaped by risk considerations and any Groupwide notable events.
Additionally, individual RAS has been developed for Financial Crime Compliance and Regulatory Compliance
to reflect the current regulatory focus on these risks.
The Group CRO regularly updates the Committee on the Groups performance against the risk appetite
statement and summarises the notable issues for the various business lines.
The Committee uses these updates along with feedback from the Group Risk Committee as delivered by the
Group CRO when determining the annual variable pay pool to ensure that return, risk and remuneration are
aligned.

Countercyclical funding
methodology

We use a countercyclical funding methodology which is categorised by both a floor and a ceiling and the
payout ratio reduces as performance increases to avoid pro-cyclicality risk.
The floor recognises that even in challenging times, remaining in a competitive position is important.
The ceiling recognises that at higher levels of performance it is possible to limit reward as it is not necessary
to continue to increase the variable pay pool, thereby limiting the risk of inappropriate behaviour to drive
financial performance.

Distribution of profits

In addition, our funding methodology considers the relationship between capital, dividends and variable pay
to ensure that the distribution of post-tax profits between these three elements is considered appropriate
(see next page for the 2015 and 2014 split).
It is deemed fundamental that the majority of post-tax profits should be allocated to capital and to
shareholders, particularly when strong performance is delivered.

Commerciality and
affordability

Finally, we consider the commercial requirement to remain competitive in the market and overall
affordability. Funding of the Groups annual variable pay pool is determined in the context of Group
profitability, capital strength, shareholder returns and the overall compensation and benefits expense. This
approach ensures that performance-related awards for individual global businesses, global functions,
geographical regions and levels of staff are considered in a holistic fashion.
Market competiveness is also considered in determining the variable pay pool. This allows us to address
any gaps to market identified when comparing total reward with our global peers. This also recognises the
challenges which arise from being headquartered in the UK and having to apply more stringent reward
practices than those in all other markets. We need to retain a competitive market position in Asia, the
Middle East and the US in attracting and retaining talent, where our competitors are not subject to discounts
applied by employees on their pay due to regulatory requirements including a variable pay cap, higher and
longer deferrals, malus and clawback.

HSBC HOLDINGS PLC

303

Corporate Governance

Robert Werner, Global Head of Financial Crime


Compliance and Group Money Laundering Reporting
Officer, and

Financial Statements

The Committee considers many factors in determining


the Groups variable pay pool funding. Both the annual
incentive and GPSP are funded from a single annual
variable pay pool from which individual awards are
considered.

Shareholder Information

Marc Moses, Group Chief Risk Officer,

Financial Review

Variable pay pool determination

Directors Remuneration Report (continued)


Annual report on remuneration

2015 variable pay pool

Relative importance of spend on pay

This years variable pay pool is established by reference to


the Groups reported profit before tax, which is adjusted
to exclude movements in the fair value of own debt
attributable to credit spread, the gains and losses from
disposals, and debit valuation adjustment. Reported profit
before tax includes the costs of fines, penalties and other
items of redress.

The chart below provides a breakdown of total staff pay


relative to the amount paid out in dividends.
2015

$m

-2%
19,900

The Committee has taken into account all of the factors in


the previous table to determine the outcome below:

20,366

4%
10,000

Variable pay pool outcome ($m)


2015

2014

9,600

2014

-5%

Ordinary dividends
3,462

3,660

1 Dividends per ordinary share in respect of that year. For 2015, this
includes the first, second and third interim dividends paid in 2015
of $5.9bn (gross of scrip) and a fourth interim dividend of $4.1bn.
2 Employee compensation and benefits in 2015 and 2014 includes
fixed pay, benefits and variable pay as outlined on page 16.

-3%
1,086

Employee compensation
and benefits

1,120

Pro-forma post-tax profits allocation


Group

Group
2015
2014
Variable compensation
incentive pool as a %
of pre-tax profit
(pre-variable pay)1
% of variable pay pool
deferred2

On a pro-forma basis, attributable post-tax profits


(excluding the movements in the fair value of own debt
and before pay distributions) for 2015 were allocated in
the proportions shown in the chart below. The overall
compensation benefits expense to net revenue was 33%
for 2015.

Global Banking and Markets

16%
15%

16%
14%

Global Banking
and Markets
2015
2014

12%
26%

15%

16%

25%

15%

25%

39%

2015

1 The 2015 Group pre-tax pre-variable pay profit calculation as


described above.
2 The percentage of variable pay deferred for 2015 material risk-taker
population is 51%.

2014
46%

59%

Retained earnings/capital

Dividends1

Variable pay2

1 Inclusive of dividends to holders of other equity instruments and net


of scrip issuance based on an assumption of scrip take up for the
fourth quarter of 2015 of 20%. Dividends per ordinary share declared
in respect of 2015 were $0.51, an increase of 2% compared with
2014. The post-tax profits allocation figures shown in the Annual
Report and Accounts 2014 in respect of that year assumed a scrip
take up of 20%. The figures shown above in relation to 2014 have
been calculated based on an actual scrip take up of 52%.
2 Total variable pay pool net of tax and portion to be delivered by the
award of HSBC shares.

HSBC HOLDINGS PLC

304

Single figure of remuneration


Executive Directors
Stuart Gulliver
2015
2014
000
000

1,500

750

1,500

750

1,250
1,700
625

1,250
1,700
625

700
950
350

700
950
350

700
950
350

700
950
350

2,250

2,250

3,575

3,575

2,000

2,000

2,000

2,000

1,072
1,969

1,290
2,112

1,068
1,101

867
1,131

827
1,101

1,033
1,131

Variable pay
Annual incentive
GPSP
Total fixed and variable pay
Benefits
Non-taxable benefits
Notional return on deferred cash
Total single figure of remuneration

Iain Mackay
2015
2014
000
000

Marc Moses
2015
2014
000
000

3,041

3,402

2,169

1,998

1,928

2,164

2,250

2,250

6,616

6,977

4,169

3,998

3,928

4,164

151
95

136
105
41

662
53
9

589
53

54
28
5

43
28
11

6
29
5

6
33
36

2,496

2,532

7,340

7,619

4,256

4,080

3,968

4,239

Notes to the single figure of remuneration


(Audited)

Financial Review

Fixed pay
Base salary
Fixed pay allowance
Pension

Douglas Flint
2015
2014
000
000

Strategic Report

(Audited)

Base salary
Salary paid in year for executive Directors. No fees were paid to executive Directors.

Corporate Governance

Fixed pay allowance


Fixed pay allowance granted in immediately vested shares in the year for executive Directors.
The shares are subject to a retention period. 20% released in the March immediately following the end of the financial year. 80% released
after a period of five years from the date of the first release.
Dividends will be paid on the vested shares held during the retention period.
Pension
The amounts consist of an allowance of 50% of annual base salary in lieu of personal pension arrangements.
No other benefits were received by the executive Directors from the Group pension plans.
Benefits
All taxable benefits (gross value before payment of tax). Benefits include provision of medical insurance, accommodation and car,
club membership, tax gross-up for accommodation and car benefit, and car allowance.
Non-taxable benefits include the provision of life assurance and other insurance cover.
Douglas Flint
2015
2014
000
000
Car benefit (UK and Hong Kong)
Hong Kong bank-owned
accommodation2
Tax expense on car benefit and
Hong Kong bank-owned
accommodation
Insurance benefit (non-taxable)

Stuart Gulliver
2015
2014
000
000

Iain Mackay
2015
2014
000
000

Marc Moses
2015
2014
000
000

69

70

87

88

281

246

57
80

58
80

275
1

239
1

1
1

1
1

1
1

Financial Statements

The values of the significant benefits in the above table were as follows:

Annual incentive
Annual incentive awarded (including deferred amounts) as a result of achievement of performance measures for the relevant financial year.
60% of the award is deferred. 50% of both the deferred and non-deferred component of the award is payable in cash and the remaining
50% in shares, subject to a six-month retention period on vesting.
The deferred element of the 2015 award pays out over a period of three years, subject to service and malus conditions: 33% vests on or
around the first and second anniversary of grant and 34% on or around the third anniversary of grant. For the 2015 award the performance
measures and the outcomes of the performance conditions can be found on page 307. Outcomes for the 2014 award can be found in the
Directors Remuneration Report in the Annual Report and Accounts 2014.

HSBC HOLDINGS PLC

305

Shareholder Information

1 The car benefit and tax on car benefit for Iain Mackay and Marc Moses is not included in the above table as it was not significant. The insurance
benefit for Stuart Gulliver, Iain Mackay and Marc Moses is not included in the above table as it was not significant.
2 Based on the current market rental value of the bank-owned property in Hong Kong, as estimated by an external lease service provider, plus utility
costs, rates, the taxable value of furniture and taking into account the business use of the property. The taxable value of the accommodation is
considered to be 70% of the total of these amounts.

Directors Remuneration Report (continued)


Annual report on remuneration

The deferred share awards also include a right to receive dividend equivalents. Dividend equivalents are delivered in the form of additional
shares, in the same time, manner and proportion as the original deferred award at vesting. The expected value of these dividend
equivalents is included in the value of deferred share awards.

Illustration of annual incentives


2015

2016

2017

Mar

Sep
6-month
retention

2019 and beyond

Mar

6 months

Performance period

1 year

Mar
1 year

3-year vesting period

Award made
in March
2016, 50%
paid in cash
immediately

Non- deferred portion


40%

Award level
based on 2015
performance

2018

Mar

50% paid
in shares
released
after six
months

33% vests on or
around the second
anniversary of
grant and subject to
6-month retention

34% vests on or
around the third
anniversary of
grant and subject to
6-month retention

Deferred portion
60%

33% vests on or
around the first
anniversary of
grant and subject to
6-month retention

Awards subject to malus and clawback provisions at the discretion of the Remuneration Committee

GPSP
GPSP awarded as a result of achievement of sustainable long-term performance. Figures shown reflect the face value of awards granted in
2015 and 2014, respectively.
Award levels are determined by considering performance against enduring performance measures set out in the long-term performance
scorecard. There are no post-grant performance conditions.
The award is subject to a five-year cliff vesting period during which the Committee has the authority to cancel all or part of the award. On
vesting, the shares (net of tax) must be retained for the duration of the participants employment.
For the 2015 award the outcomes of the performance conditions can be found in the section titled Awards under the GPSP on page 310.
Outcomes for the 2014 award can be found in the Directors Remuneration Report in the Annual Report and Accounts 2014.
For the 2014 award, the Committee used their discretion to reduce the executive Directors GPSP awards by 500,000 for Stuart Gulliver,
and by 330,000 each for Iain Mackay and Marc Moses.
The GPSP awards also include a right to receive dividend equivalents for the period between the grant and the vesting date. Dividend
equivalents on the GPSP awards will be delivered when the GPSP awards vest. There was no vesting of historical GPSP awards in 2015. The
expected value of these dividend equivalents is included in the value of GPSP awards.

Illustration of GPSP
Historical to 2015

2016

2017

2019

2020

5-year vesting period

Performance period
Award level
based on 2015
and long-term
sustainable
performance

2018

Value of GPSP award fluctuates up or down


based on share price performance
Award made in
March 2016

2021 and beyond

Vesting awards
subject to retention
Although shares
are fully vested,
executive Directors
must retain the
shares for duration
of employment
Award vests fully
after five years
in March 2021

Awards subject to malus and clawback provisions at the discretion of the Remuneration Committee

HSBC HOLDINGS PLC

306

(Audited)

Awards made to executive Directors reflected the


Committees assessment of the extent to which they had
achieved personal and corporate objectives set within
their performance scorecard as agreed by the Board at
the beginning of the year, which had been set to reflect
the risk appetite and strategic priorities. In addition, in
accordance with the downward override policy, the
Committee also consulted the Financial System
Vulnerabilities Committee and took into consideration
their feedback in relation to progress on enhancing AML

In order for any award of annual incentive to be made


under the above performance scorecard, each executive
Director must meet a required behavioural rating which is
assessed around HSBC Values of being open, connected
and dependable and acting with courageous integrity. For
2015, all executive Directors met the required behavioural
rating.

Value of annual incentives awarded to each executive Director


Stuart Gulliver

Iain Mackay

Marc Moses

Fixed pay
Value (000)

3,575

2,000

2,000

Annual incentive
Maximum multiple of fixed pay
Performance outcome
Multiple awarded

0.67
45.0%
0.30

0.67
80.1%
0.53

0.67
62.0%
0.41

Value (000)

1,072

1,068

827

Stuart Gulliver
Stuart Gulliver achieved a performance outcome for the
year of 45% against his annual scorecard.
The chart shows the value and composition of Stuart
Gullivers remuneration based on the current policy in
comparison with the actual 2015 variable pay outcomes.

2015 actual

54%

Maximum policy

33%

Target policy

50%

16%

30%

22%
17%

Fixed pay

6,616
45%

33%

10,725

7,150

Annual incentive

Strategic Report

and sanctions compliance along with progress in meeting


the Groups obligations under the US DPA and other
relevant orders. The Committee also took into consideration
the report of the independent Monitor in determining the
scorecard outcomes.

Financial Review

Determining executive Directors annual


performance

Corporate Governance

Notional return on deferred cash


The deferred cash award portion of the annual incentive also includes a right to receive notional returns for the period between grant date
and vesting date and is determined by reference to the dividend yield on HSBC shares, determined annually.
A payment of notional return is made annually in the same proportion as the vesting of the deferred awards on each vesting date.
The amount is disclosed on a paid basis in the year in which the payment is made.

GPSP

Target

Measure
Profit before tax1
Return on equity
Jaws2
Grow dividends3

15
15
15
15

$21.2bn
7.3

0.50

Financial

60

Strategy execution
Global Standards including risk and compliance

15
25

Non-financial
Promoting HSBC Values
Total

Performance

$21.1bn
7.2%
(3.7%)
0.51

Assessment
%

Outcome
%

50

75

7.5

11.2
18.7

Judgement see commentary


Judgement see commentary

75
60

11.3
15.0

40
Over-riding test

26.3
Met

100

45.0

1 Profit before tax, as defined for the Group variable pay pool.
2 Revenue growth less operating expense, on an adjusted basis.
3 Dividend per ordinary share (US dollar) in respect of the year, measured year on year; consistent with the growth of the overall profitability of the
Group, predicated on the continued ability to meet with regulatory capital requirements.

FINANCIAL

Profit before tax

Although the target was not fully met, profit before tax fell marginally short of the baseline. In acknowledgement
of a resilient performance in difficult market conditions, an assessment of 50% was awarded.

Return on equity Return on equity for 2015 was 7.2%, 190 basis points lower than 2014, impacted by low revenue growth as well
as significant items. While the Committee acknowledged efforts to improve medium-term returns, it decided to
not make an award under this opportunity.

HSBC HOLDINGS PLC

307

Shareholder Information

Weighting
%

Financial Statements

Annual assessment

Directors Remuneration Report (continued)

FINANCIAL

Annual report on remuneration

Jaws

The Group targeted the achievement of positive adjusted jaws in 2015. Based on the profile of the Groups
revenues and cost base, it was judged that no award should be made under this element of the scorecard.

Grow dividends

The Group is committed to paying out progressive dividends to shareholders, predicated on the growth of overall
profitability and the continuing ability to meet regulatory capital requirements. Prospective dividend growth
remains dependent upon the long term overall profitability of the Group and delivering further release of less
efficiently deployed capital.
The Group was able to increase the dividend per ordinary share in 2015 as well as improve its capital position.

Strategy
execution

Committee reviewed the progress to date in driving the Strategic Actions announced during the June 2015
Investor Update, particularly around re-sizing and simplifying the Group, and re-deploying capital to invest in
higher-return businesses.
The Group had achieved $124bn reduction in RWAs in the year, ahead of the 2015 target and accounting for
45% of the total RWA reduction to be achieved by the end of 2017 to drive improved profitability.
The Committee further recognised favourable progress in optimising the global network with the planned sale
of our operations in Brazil. The Committee acknowledged the work under way to re-build profitability in the
United States, although noted that underlying revenue growth remains challenged. The Committee also noted
the implementation of several initiatives to control costs, improve efficiency, and shift the Groups front office
to back office ratio towards customer facing activities.

NON-FINANCIAL

There were advances made in re-deploying capital to invest in higher-return businesses. The Committee
recognised the Groups progress in leveraging its global network to drive growth from global connectivity, in
particular through its range of transaction banking products, and to deliver revenue synergies from its universal
banking model. The Pivot to Asia strategy is being executed to capture growth opportunities in China's Pearl
River Delta, in the Association of Southeast Asian Nations, and in the Asian Asset Management and Insurance
businesses.
The Group continues to play a leading role in the Internationalisation of the renminbi, being able to grow
revenues and demonstrate several market firsts during 2015, such as the first Panda bond issued by a foreign
bank in mainland China.
Global Standards The Committee was advised that the Group has continued to make progress in the implementation of Global
including risk and
Standards, including completion of certain milestones related to customer due diligence, transaction monitoring
compliance
and sanctions screening. In addition, the global businesses are focusing on increasing operational impact and
improving consistency across geographies to support the implementation of global AML and sanctions policies.
During 2015, the Global Standards programme assurance function has been strengthened to provide additional
insight into programme outcomes and effectiveness. This has resulted in enhanced visibility of potential risks
and compliance weaknesses and has enabled proactive mitigating actions.
The Committee recognised that the Group had progressed with the implementation of other compliance and
regulatory programmes in addition to Global Standards, including global stress testing, ring-fencing and global
conduct (e.g. development of Conduct Management Information Dashboard). The Committee further noted
favourable trends in customer redress, regulatory fines and regulatory provisions.
However, the Committee exercised its discretion and reduced the assessment from 75% to 60%. This was based
on feedback received from the Monitor, matters arising from risk and compliance incidents, and the number and
extent of unsatisfactory internal audits covering AML and sanctions related issues.

Iain Mackay
Iain Mackay achieved a performance outcome for the year
of 80.1% against his annual scorecard.

2015 actual

48%

Maximum policy

33%

Target policy

50%

The chart shows the value and composition of Iain


Mackays remuneration based on the current policy in
comparison with the actual 2015 variable pay outcomes.

Fixed pay

26%

6,000

45%

22%
17%

4,169

26%

33%

4,000

Annual incentive

GPSP

Annual assessment
Weighting
%
Measure
Grow both business and dividends
Global Standards including risk and compliance
Streamline processes and procedures

15
50
25

Strategic priorities

90

People

10

Promoting HSBC Values


Total

Target

Performance

Assessment
%

Outcome
%

Judgement see commentary


Judgement see commentary
Judgement see commentary

90
75
88

13.5
37.5
21.9

Judgement see commentary

72

72.9
7.2

Over-riding test

Met

100

80.1

HSBC HOLDINGS PLC

308

Assessed the contribution of the Global Finance function in setting the framework to track progress against
the 10 Strategic Actions, and its on-going partnership and support to global businesses on initiatives
orientated to the reduction of Group RWAs and revenue generation programmes.

Global Standards
including risk and
compliance

Noted the progress towards compliance with regulatory requirements and implementing Global Standards.
This was evidenced by the successful execution of the 2015 PRA stress test and the reporting on revised
Delegated Act basis of the liquidity coverage ratio, as well as by Finances tax transparency engagement
with global businesses clients.

Streamline processes
and procedures

People

Noted the full implementation of the revised Finance Operating Model as well as the delivery of
accelerated development programmes to targeted Finance populations.

Recognised the support that the Global Finance function has provided to global businesses and functions
on key streamlining and cost saving initiatives, as well as the progress on its own Finance Transformation
Programme.

Strategic Report

STRATEGIC PRIORITIES

Grow both business


and dividends

The sustained work of the Global Finance function on improving gender diversity was also noted.

Marc Moses achieved a performance outcome for the year


of 62% against his annual scorecard.

2015 actual

51%

Policy maximum

33%

Policy target

50%

The chart shows the value and composition of Marc Moses


remuneration based on the current policy in comparison
with the actual 2015 variable pay outcomes.

Fixed pay

21%

28%

3,928

22%
17%

45%
33%

6,000

4,000

Annual incentive

GPSP

Financial Review

Marc Moses

20
50
20

Strategic priorities

90

People

10

Promoting HSBC Values

STRATEGIC PRIORITIES

Total

Performance
$bn

Assessment
%

Outcome
%

Judgement see commentary


Judgement see commentary
Judgement see commentary

85
45
75

17.0
22.5
15.0

Judgement see commentary

75

54.5
7.5

Over-riding test

Met

100

62.0

Grow both business


and dividends

Recognised the use of risk appetite statements to enable a sustainable business, and the provision of
resources to support business growth (e.g., each global business has a formal governance process around
the management of RWAs).

Global Standards
including risk and
compliance

Continued progress towards driving strategic priorities for Global Standards, progressing compliance with
regulatory requirements, and de-risking the organisation. Activity has continued at pace ensuring delivery
of the Regulatory Compliance Framework.
We continue to prioritise our efforts on material inherent risk areas and implement targeted governance
and remediation efforts.
However, the Committee exercised its discretion and reduced the assessment from 75% to 45%. This was
based on feedback received from the Monitor, matters arising from risk and compliance incidents, and the
number and extent of unsatisfactory internal audits covering AML and sanctions related issues.

Streamline processes
and procedures

People

The execution of the pay and performance plans, as well as the learning and development plans which
were part of the comprehensive people strategy for the Global Risk function were noted.

These objectives have progressed, supported by the management of business performance, delivery of key
transformation initiatives, and re-engineering of policies, procedures and systems.
For example, credit risk management was significantly strengthened through the implementation of
multiple new policies on collections, allowances, stress testing, approval authorities and products.
One significant structural change was the announcement of a new development in risk analytics at HSBC:
the creation of a centralised team called Global Risk Analytics.

Key initiatives include the first Aspiring CRO programme and further investment in the three lines of
defence.

HSBC HOLDINGS PLC

309

Financial Statements

Measure
Grow both business and dividends
Global Standards including risk and compliance
Streamline processes and procedures

Target
$bn

Shareholder Information

Weighting
%

Corporate Governance

Annual assessment

Directors Remuneration Report (continued)


Annual report on remuneration

Awards under the GPSP

As per the annual incentive, in order for GPSP awards to


be made, each executive Director must meet a required
behavioural rating. For 2015, all executive Directors met
the required behavioural rating.

(Audited)

Awards in respect of 2015 were assessed against the 2015


long-term scorecard published in the Annual Report and
Accounts 2014 and reproduced below, the objectives of
which were set within the context of the risk appetite and
strategic direction agreed by the Board.
Value of the GPSP awarded to each executive Director

Stuart Gulliver

Iain Mackay

Marc Moses

Fixed pay
Value (000)

3,575

2,000

2,000

GPSP
Maximum multiple of fixed pay
Performance outcome
Multiple awarded
Value (000)

1.33
41.3%
0.55
1,969

1.33
41.3%
0.55
1,101

1.33
41.3%
0.55
1,101

Actual 2015
performance

Assessment
%

Outcome
%

75

15.0

Assessment GPSP
Weighting
%

Long-term
target range

Measure
Return on equity
Jaws1
Grow dividends2

20
20
20

>10%
Positive adjusted
Progressive

Financial

60

Strategy execution
Global standards including risk and compliance

15
25

Non-financial
Total performance outcome

7.2%
(3.7%)
Progressive

15.0
75
60

11.3
15.0

40

26.3

100

41.3

1 Revenue growth less operating expense, on an adjusted basis.


2 Dividend per ordinary share (US dollar) in respect of the year, measured year on year; consistent with the growth of the overall profitability of the
Group, predicated on the continued ability to meet with regulatory capital requirements.

Return on equity

In February 2015, the Group announced an updated medium-term return on equity target of greater than
10%. The Group did not achieve the stated target in 2015, with return on equity decreasing from 7.3% in
2014 to 7.2% for the year.
Significant items, including fines, penalties, UK customer redress and associated provisions, as well as the
UK bank levy, continue to have a significant effect, reducing our return on equity in 2015 by 190 basis
points.
The Committee acknowledged the progress being made to implement the 10 strategic actions announced at
the June 2015 Investor Update which are being undertaken to improve the return on equity. However, the
Committee decided not to make any award under this opportunity.

FINANCIAL

Jaws

The Group targeted the achievement of positive adjusted jaws in 2015. As this target was not met, the
Committee judged that no award should be made under this element of the scorecard.
The Groups ability to generate revenue growth was affected by a slowdown in global trade, reflecting
reduced commodity prices, and weaker investor sentiment in the second half of 2015 following stock
market corrections in Asia. Operating expenses increased, as expected, reflecting wage inflation, continuing
investment in strategic growth areas and in regulatory programmes and compliance.
The Committee noted positive momentum on costs in the second half of the year, with cost growth slowing
and a reduction in staff numbers. This was achieved through a strong focus on cost management and the
initial effect of our cost saving programmes.

Grow dividends

The Group is committed to increasing the dividends we pay to shareholders each year, measured by
dividends per ordinary share in respect of the year. Prospective dividend growth remains dependent upon
the long term overall profitability of the Group and delivering further release of less efficiently deployed
capital. Actions to address these points are core elements of the Investor Update provided in June 2015.
The Group was able to increase the dividend per ordinary share in 2015 as well as improve its capital
position. The Group's strong capital position supports its capacity to generate dividend growth, despite a
challenging operating environment.

HSBC HOLDINGS PLC

310

The Group has set the foundations for further growth in Asia, investing in select locations, for example,
the Pearl River Delta in mainland China and in products, including Insurance and asset management. The
Committee also noted the Groups role in driving the internationalisation of the renminbi and business
scale in ASEAN.

The Committee noted progress made, and that material work remains to comply fully with enhanced
Global Standards by the end of 2017.
However, the Committee exercised its discretion and the assessment was reduced from 75% to 60%. This
was based on feedback received from the Monitor, matters arising from risk and compliance incidents,
and the number and extent of unsatisfactory internal audits covering AML and sanctions related issues.

Non-executive Directors
Fees and benefits
(Audited)

Fees
2015
000
Phillip Ameen1
Kathleen Casey
Safra Catz2
Laura Cha3
Lord Evans of Weardale
Joachim Faber
Rona Fairhead4
Sam Laidlaw
Irene Lee5
John Lipsky
Rachel Lomax
Heidi Miller6
Sir Simon Robertson
Jonathan Symonds7
Pauline van der Meer Mohr8

2014
000

Benefits9
2015
000

2014
000

Total
2015
000

2014
000

403
155
95
238
190
145
510
174
184
180
253
175
195
520
32

129
95
197
167
145
494
140

168
205
52
260
365

13
29
4
14
9
14
14
13
2
49
11
31
12
1
5

12
4
22
14
10
19

27
21

6
3

416
184
99
252
199
159
524
187
186
229
264
206
207
521
37

141
99
219
181
155
513
140

195
226
52
266
368

Total

3,449

2,417

221

138

3,670

2,555

Total ($000)

5,274

3,979

338

229

5,609

4,208

1 Appointed as a non-executive Director of HSBC Holdings plc on 1 January 2015. Includes fees of 278,000 in 2015 as Director, Chairman of the Audit
Committee and member of the Risk Committee of HSBC North America Holdings Inc.
2 Retired as a Director on 31 December 2015.
3 Includes fees of 63,000 in 2015 (57,000 for 2014) as Director, Deputy Chairman and member of the Nomination Committee of The Hongkong and
Shanghai Banking Corporation Limited.
4 Includes a fee of 360,000 in 2015 (334,000 for 2014) as non-executive Chairman of HSBC North America Holdings Inc.
5 Appointed as a non-executive Director of HSBC Holdings plc on 1 July 2015. Includes fees of 137,000 in 2015 as Director and member of the Audit
Committee of The Hongkong and Shanghai Banking Corporation Limited and as Director, member of the Audit Committee and Chairman of the Risk
Committee of Hang Seng Bank Limited.
6 Includes a fee of 20,000 as a non-executive Director and member of the Nominating and Governance Committee of HSBC North America Holdings
Inc. following appointment on 1 October 2015.
7 Includes a fee of 345,000 in 2015 (247,000 for 2014) as non-executive Chairman of HSBC Bank plc.
8 Appointed on 1 September 2015.
9 Benefits include accommodation and travel-related expenses relating to the attendance at Board and other meetings at HSBC Holdings registered
office. Amounts disclosed have been grossed up using a tax rate of 45%, where relevant.

Payments to past Directors

executive Director, Chairman of Europe, MENA, LAM and


CMB. Due to the number of visits he was required to make
to the UK prior to his appointment, additional UK tax
relating to the period prior to his appointment and
relocation to the UK became due. This liability is in addition
to the Hong Kong taxes paid and borne by Mr Flockhart in
respect of the same employment related income, i.e. it was
subject to double taxation both in Hong Kong and the UK,
therefore does not represent any additional remuneration

(Audited)

Alexander Flockhart
Mr Flockharts employment with HSBC ended on 30 April
2012. The Directors Remuneration Report in the 2012 ARA
provided details of the remuneration arrangements that
applied to Mr Flockhart at the time of his retirement. The
former executive Director moved from Hong Kong to the
UK on 1 January 2011 to undertake his appointment as

HSBC HOLDINGS PLC

311

Financial Review

The Group published Global Standards for AML and sanctions compliance in all countries and progressed
the implementation of enhanced controls and related data initiatives. Significant effort continues towards
embedding the enhanced standards and controls and improving operational effectiveness.

Corporate Governance

Global Standards
including risk and
compliance

Financial Statements

NON-FINANCIAL

There was strong progress in driving reductions in RWAs, with 45% of the targeted 2017 RWA reduction
delivered to date. The Group is implementing several transformation programmes to streamline the cost
base, and it was noted that more work is required to meet related medium-term targets in this regard.

Strategic Report

The Group outlined 10 Strategic Actions at the June 2015 Investor Update to re-size and simplify the Group
and redeploy resources to capture future growth opportunities.

Shareholder Information

Strategy execution

Directors Remuneration Report (continued)


Annual report on remuneration

payable to Mr Flockhart in relation to services provided to


HSBC. A payment of 155,503 was made to Mr Flockhart in
2015 in relation to the tax incurred in this respect and the
professional services provided by Deloitte LLP in resolving
this matter.

retirement. There is no retirement age set for Directors,


but the normal retirement age for employees is 65.

Exit payments made in year


(Audited)

No payments for loss of office were made in 2015 to any


person serving as a Director in the year or any previous years.

This report does not include details of payments made


to past Directors below the de minimis limit set by the
company of 50,000.

Scheme interests awarded during 2015


(Audited)

Total pension entitlements

The table below sets out the scheme interests awarded to


Directors in 2015 (for performance in 2014) as disclosed in
the 2014 Directors Remuneration Report. No non-executive
Directors received scheme interests during the financial year.

(Audited)

No employees who served as executive Directors during the


year have a right to amounts under any HSBC final salary
pension schemes for their services as executive Directors
or are entitled to additional benefits in the event of early
Scheme awards in 2015
(Audited)

Stuart Gulliver
Stuart Gulliver
Stuart Gulliver
Iain Mackay
Iain Mackay
Iain Mackay
Marc Moses
Marc Moses
Marc Moses

Type of interest
awarded

Basis on which
award made

Deferred cash
Deferred shares
Deferred shares
Deferred cash
Deferred shares
Deferred shares
Deferred cash
Deferred shares
Deferred shares

Annual incentive 2014


Annual incentive 2014
GPSP 2014
Annual incentive 2014
Annual incentive 2014
GPSP 2014
Annual incentive 2014
Annual incentive 2014
GPSP 2014

Dates of
award

Percentage
Face value
receivable
awarded1 for minimum
000 performance2

2 Mar 2015
2 Mar 2015
2 Mar 2015
2 Mar 2015
2 Mar 2015
2 Mar 2015
2 Mar 2015
2 Mar 2015
2 Mar 2015

387
387
2,112
260
260
1,131
310
310
1,131

Number of
shares
awarded
n/a
67,016
365,864
n/a
45,037
195,969
n/a
53,698
195,969

Share price
End of
on date performance
of grant1
period
n/a
5.773
5.773
n/a
5.773
5.773
n/a
5.773
5.773

31 Dec 2014
31 Dec 2014
31 Dec 2014
31 Dec 2014
31 Dec 2014
31 Dec 2014
31 Dec 2014
31 Dec 2014
31 Dec 2014

GPSP awards made based on performance up to the financial year-end preceding the grant date with no further performance conditions after grant.
Vesting occurs five years after grant date and is normally subject to the Director remaining an employee on the vesting date. Any shares (net of tax)
which the director becomes entitled to on the vesting date are subject to a retention requirement.
The above table does not include details of shares issued as part of the Fixed Pay Allowances, as those shares vest immediately and are not subject to any
service or performance conditions.
1 Share price used is the closing mid-market price on the last working day preceding the date of grant.
2 Awards determined based on performance achieved during the period to 31 December 2014. The overall award level could have been 0% of the
maximum opportunity if minimum performance was achieved for the period to 31 December 2014. After grant, awards are subject to service condition
and malus provisions.

Summary of performance

220%

HSBC TSR and FTSE 100 Index

180%

The graph shows the TSR performance against the FTSE 100
Index for the seven-year period that ended on 31 December
2015. The FTSE 100 Index has been chosen as this is a
recognised broad equity market index of which HSBC
Holdings is a member.

140%
100%
60%
Dec 2008 Dec 2009 Dec 2010 Dec 2011 Dec 2012 Dec 2013 Dec 2014 Dec 2015

HSBC

Source: Datastream

HSBC HOLDINGS PLC

312

FTSE 100

CEO remuneration

Stuart Gulliver
Stuart Gulliver
Stuart Gulliver
Stuart Gulliver
Stuart Gulliver
Michael Geoghegan
Michael Geoghegan

7,340
7,619
8,033
7,532
8,047
7,932
7,580

67
67
300
300
300
400
400

45.0
54.1
49.0
52.0
57.5
81.6
93.5

133
133
600
600
600
700
700

41.3
44.3
49.0
40.0
50.0
19.1
25.4

1 The GPSP was introduced in 2011. Prior to this, values shown relate to awards of Performance Shares under the HSBC Share Plan. Under this plan
Performance Share awards vest three years after grant subject to performance conditions of total shareholder return, economic profit and earnings
per share, and an over-riding sustained improvement judgement by the committee.
2 The 2012 annual incentive figure for Stuart Gulliver used for this table includes 60% of the annual incentive disclosed in the 2012 Directors
Remuneration Report which was deferred for five years. The vesting of these awards is subject to service condition and satisfactory completion of the
US DPA. The US DPA condition ends on or around the fifth anniversary of the award date unless the DPA is extended or otherwise continues beyond
that date, in which case the awards will vest on or around the date on which it expires and otherwise ceases to operate.
3 For 2014 and 2015, fixed pay includes base salary, fixed pay allowance and pension allowance for the year, and excludes benefits. For 2013 and
earlier, fixed pay includes base salary only.
4 Long-term incentive awards are shown in the year where the performance period is deemed to be substantially completed. For performance share
awards this is at the end of the third financial year following the date of grant (Performance Share awards shown in 2010 therefore relate to awards
granted in 2008). For GPSP awards this is at the end of the financial year preceding the date of grant (GPSP awards shown in 2011 to 2015 therefore
relate to awards granted in 2012 to 2016).

Comparison of Group CEO and all-employee pay


The following table compares the changes in Group CEO pay to changes in employee pay between 2014 and 2015:
Percentage change in remuneration
Base
salary
1
8%2

Group CEO
Employee group

Benefits
12%3
(5)%4

Annual
incentive5
(17)%
(5)%

Shareholder Information

1 Group CEOs total fixed pay has not increased since 1 January 2014.
2 The comparator group has been changed to local full-time UK employees as representative of employees from the different business and functions
across the Group. During 2015, certain allowances and other benefits were rolled up into base salaries, resulting in an overall increase in the average
base salary per employee.
3 There has been no change in the benefits provided to the Group CEO or any new benefit provided to the Group CEO during 2015. The benefit value of
the bank-owned property in Hong Kong is based on the current market rental value as estimated by an external lease service provider. As the market
value of the accommodation has increased in 2015 this has resulted in a higher reportable value of this benefit in the single figure table.
4 Employee group consists of UK employees eligible for taxable benefits only as it was deemed the most appropriate comparison for the Group CEO
given varying local requirements. There has been no change in the benefit coverage from 2014 to 2015 and the reduction in the average cost of
benefit per employee is reflective of the decrease in the cost of providing such benefit on average. During 2015, approximately 20,000 more
employees became eligible for these benefits and the overall cost per employee reduced.
5 Employee group consists of all employees globally, based on annual incentive pool less GPSP as disclosed in financial reports and staff numbers
(full-time equivalents at the financial year-end).

Financial Review

2015
2014
2013
2012
2011
20101
20091

Annual
Annual
Long-term
Long-term
incentive
incentive
incentive
incentive
maximum2
paid2
maximum4
paid4
(% of fixed pay)3 (% of maximum) (% of fixed pay)3 (% of maximum)

Corporate Governance

Single
figure of
remuneration
(000)

Financial Statements

The table below summarises the CEOs single figure remuneration over the past seven years together with the outcomes of the
respective annual incentive and long-term incentive awards.

Strategic Report

Historical CEO remuneration

HSBC HOLDINGS PLC

313

Directors Remuneration Report (continued)


Annual report on remuneration

Directors interests in shares

persons) at 31 December 2015 are set out below. The table


below shows the comparison of shareholdings to the
company shareholding guidelines.

(Audited)

The shareholdings of all persons who were Directors in


2015 (including the shareholdings of their connected
Shares
(Audited)

Shareholding
guidelines
(number of
shares)2
Executive Directors
Douglas Flint
Stuart Gulliver
Iain Mackay
Marc Moses
Group Managing Directors5
Non-executive Directors6
Phillip Ameen
Kathleen Casey
Safra Catz7
Laura Cha
Lord Evans of Weardale
Joachim Faber
Rona Fairhead
Sam Laidlaw
John Lipsky
Rachel Lomax
Heidi Miller
Sir Simon Robertson
Jonathan Symonds

Share
interests
(number of
shares)

At 31 December 2015
Scheme interests
Shares awarded subject to deferral1
without
with
Share
performance
performance
options3
conditions4
conditions

400,000
750,000
450,000
450,000
250,000

401,450
2,861,265
223,872
624,643
n/a

2,919

3,469

n/a

2,955,619
1,187,436
1,484,903
n/a

92,185
63,730
61,917
n/a

15,000
15,000
15,000
15,000
15,000
15,000
15,000
15,000
15,000
15,000
15,000
15,000
15,000

5,000
3,540
20,970
5,200
7,416
45,778
77,888
38,012
16,165
18,900
3,695
34,118
21,771

n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a

n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a

n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a

1 The gross number of shares is disclosed. A portion of these shares will be sold at vesting to cover any income tax and social security which falls due at
the time of vesting.
2 The current shareholding guideline does not count unvested share-based incentives.
3 All share options are unvested and unexercised.
4 Includes GPSP awards which are made following an assessment of performance over the relevant period ending on 31 December immediately before
the grant date but are subject to a five-year vesting period.
5 All of the Group Managing Directors are expected to meet their minimum shareholding guideline by 2019 or within five years of the date of their
appointment, whichever is later.
6 Irene Lee and Pauline van der Meer Mohr did not hold any HSBC Holdings plc shares during the year.
7 Retired as a Director on 31 December 2015.

Share options
(Audited)

Douglas Flint
Douglas Flint
Iain Mackay

Date of award

Exercise price

24 Apr 2012
23 Sep 2014
23 Sep 2014

4.4621
5.1887
5.1887

Exercisable
From1
1 Aug 2015
1 Nov 2019
1 Nov 2017

until

At 1 Jan
2015

Exercised
in year

At 31 Dec
2015

1 Feb 2016
1 May 2020
1 May 2018

2,016
2,919
3,469

2,016

2,919
3,469

1 May be advanced to an earlier date in certain circumstances, e.g. retirement.

The HSBC Sharesave is an all-employee share plan under


which eligible employees may be granted options to
acquire HSBC Holdings ordinary shares. Employees may
make contributions of up to 500 (or equivalent) each
month over a period of three or five years which may be
used on or around the third or fifth anniversary of the
commencement of the relevant savings contract, at the
employees election, to exercise the options. The plans
help align the interests of employees with the creation
of shareholder value. The options were awarded for nil
consideration and are exercisable at a 20% discount to the
average market value of the ordinary shares on the five
business days immediately preceding the invitation date.

There are no performance criteria conditional upon which


the outstanding options are exercisable and there have
been no variations to the terms and conditions since the
awards were made. The market value per ordinary share
at 31 December 2015 was 5.3620. The market value per
ordinary share at the time Douglas Flint exercised his
options during the year was 5.5620. Market value is the
mid-market price derived from the London Stock Exchange
Daily Official List on the relevant date. Under the Securities
and Futures Ordinance of Hong Kong, the options are
categorised as unlisted physically settled equity derivatives.

HSBC HOLDINGS PLC

314

The table below shows the outcome of the remuneration-related votes at the AGM held on 24 April 2015 and the last policy
vote at the AGM held on 23 May 2014.
Number of
votes cast
Advisory vote on 2014 Remuneration Report

8,808,959,472

Binding vote on the Remuneration Policy

9,781,954,191

Against

Withheld

2,088,530,798
(23.71%)
2,019,902,686
(20.65%)

677,821,869
167,509,544

also the maximum variable pay potential for the executive


Directors due to the regulatory variable pay cap limiting
the variable pay to 200% of fixed pay.
We have also changed the approach to our long-term
incentive going forward so that awards are subject to
three-year forward-looking performance period in line with
FTSE practice. This change in approach brings clearer and
greater alignment between the scorecard outcome and
the achievement of our group strategic objectives, our
performance and shareholder value creation. The annual
and long-term incentive scorecards are provided below.

Taking on board investor concerns, the Committee reduced


the cash in lieu of pension for executive Directors from 50%
of base salary to 30% of base salary from 1 January 2016.
This reduces the fixed pay of all executive Directors and

Financial Review

At the AGM on 24 April 2015, investors who voted against


the 2014 remuneration report expressed concerns with
the level of cash in lieu of pension and the structure and
measurement of performance outcome in the annual
incentive and GPSP scorecard. The Committee chairman
met with representative group of shareholders to discuss
these concerns.

For
6,720,428,674
(76.29%)
7,762,051,505
(79.35%)

Strategic Report

Shareholder context

Implementation of remuneration policy in 2016 for executive Directors

Fixed pay
Base salary

1,500,000

1,250,000

700,000

Nil

1,700,000

950,000

950,000

30% of base salary

30% of base salary

30% of base salary

30% of base salary

Fixed pay allowance


Pension

700,000

Benefits
Benefits

Addition of post-departure benefits to support obligations under the Senior Managers Regime for up to
seven years from departure.

Variable pay
Annual incentive

Not eligible

Awards delivered in shares, subject into a minimum six-month retention period.


Maximum opportunity will be 213% of base salary.

Long-term incentive

Not eligible

Awards made in shares, subject to a three-year performance period from


1 January 2017.
Awards will vest pro rata over five years, with the first vesting in 2020.
A retention period may be applied to ensure compliance with regulatory
requirements.
Maximum opportunity will be 319% of base salary.

Annual bonus scorecards

The performance targets for the annual incentive are


commercially sensitive and it would be detrimental to the
interests of the Group to disclose them before the start of
the financial year. Subject to commercial sensitivity, we will
disclose the targets after the end of the relevant financial
year in that years remuneration report.

The weightings and performance measures to apply to the


2016 annual incentive for Stuart Gulliver, Iain Mackay and
Marc Moses are disclosed. These align to the Groups
strategic and financial objectives set out in June 2015.

HSBC HOLDINGS PLC

315

Financial Statements

Marc Moses

Element of pay

Shareholder Information

Operation and planned changes to policy


Stuart Gulliver
Iain Mackay

Douglas Flint

Corporate Governance

The table below summarises how each element of pay will be implemented in 2016.

Directors Remuneration Report (continued)


Annual report on remuneration

2016 annual incentive scorecards


Stuart Gulliver
Measures

Description

Profit before tax


Deliver cost savings
Reduce Group RWA
Strategic growth

Weighting
1

Groups reported profit before tax


Group adjusted cost base
Reduction of Group RWAs
Asia growth
Pearl River Delta revenue, ASEAN revenue, RMB revenue
International (ex-Asia) growth
Rebuild profitability in Mexico and US
Revenue growth from international network

Total financial outcomes


Global Standards including risk and compliance

Personal objectives

20%
20%
10%
10%

60%

Embedding of AML, Sanctions and Anti-Bribery and Corruption policies


Enhancement of customer due diligence
Implementation and embedding of global conduct programme
Progress on embedding Global Standards
Progress transactions in Brazil and Turkey
Progress key milestones on set-up of UK ring-fenced bank
Delivery of other high priority projects
People development including diversity

Total risk

25%

15%

40%

Total2

100%

Iain Mackay
Measures

Description

Weighting

Profit before tax


Deliver cost savings
Reduce Group RWA

Groups reported profit before tax


Group adjusted cost base
Reduction of Group RWAs

Strengthen governance and control around financial processes


Delivery of controls optimisation project
Implementation and embedding of global conduct programme
Enhancement of operational risk management framework
Successful delivery of stress testing in key markets
Deliver cost savings
Implementation of consistent capital management framework
Progress key milestones on set-up of UK ring-fenced bank
People development including diversity

Total financial outcomes


Global Standards including risk and
compliance

Personal objectives

20%
20%
10%
50%

Total risk

25%

25%

50%

Total2

100%

Marc Moses
Measures

Description

Weighting

Profit before tax


Reduce Group RWA

Groups reported profit before tax


Reduction of Group RWAs

Embedding of AML, Sanctions and Anti-Bribery and Corruption policies


Enhancement of customer due diligence
Implementation and embedding of global conduct programme
Enhancement of operational risk management framework
Implementation of US risk management measures
Deliver cost savings
Successful delivery of stress testing
Support business growth and improve RWA effectiveness/efficiency
People development including diversity

Total financial outcomes


Global Standards including risk and
compliance

Personal objectives

10%
15%
25%

Total risk

50%

25%

75%

Total2

100%

HSBC HOLDINGS PLC

316

As the performance period does not start until 1 January


2017, the performance targets for this award have not yet
been set. The targets set will be disclosed in the Directors
Remuneration Report in the Annual Report and Accounts
2016.

The measures and weightings of the performance


measures to apply to the long-term incentives for Stuart
Gulliver, Iain Mackay and Marc Moses are given below. The
first grant will be in March 2017, as such the performance
period will run from 1 January 2017 to 31 December 2019.
Measures

Description

Return on equity

Global Standards including risk and


compliance
Strategy

20%
60%

Successfully embed Global Standards across the Group

25%

Progress on Group strategic objectives

15%

Total risk

40%

Total2

100%

1 Adjusted to exclude movements in fair value of own debt attributable to credit spread, the gains and losses from disposals and the debit valuation
adjustment.
2 Eligibility for an annual incentive and long-term incentive award requires confirmation of adherence to HSBC Values through a minimum behavioural
rating.

Implementation of remuneration policy in


2016 for non-executive Directors
The Committee has reviewed the fee levels payable to the
non-executive Directors. No changes have been made to
the fees for 2016.
Category

Current

Base fee

95,000

Senior Independent Director

45,000

Audit, Risk, Remuneration, Financial System Vulnerabilities Committee and Conduct & Values
Committee

Chairman

50,000

Member

30,000

Nomination Committee

Chairman

40,000

Member

25,000

Chairman

25,000

Member

15,000

Shareholder Information

Philanthropic & Community Investment Oversight Committee

Financial Review

Total financial outcomes

20%

Corporate Governance

Relative total shareholder return

20%

Financial Statements

Cost efficiency (jaws)

Weighting

Target strongly aligned to the business strategy and a primary


financial goal of the Group based on expected capital requirements
Focuses management on driving revenue growth while managing
operating expense
Ensures alignment with shareholder value creation
Measured by ranking against a global financial services peer group

Strategic Report

Group long-term incentive scorecard

HSBC HOLDINGS PLC

317

Directors Remuneration Report (continued)


Appendix

Appendix to Directors Remuneration Report


Additional disclosures
This appendix provides disclosures required under the Hong Kong Ordinances, Hong Kong Listing Rules, Project Merlin
agreement, Financial Conduct Authoritys Prudential Sourcebook for Banks and the US Securities and Exchange Commission
Form 20-F disclosures.

Employee compensation and benefits


Emoluments of Directors
Set out below are details of emoluments paid to executive Directors for the year ended 31 December 2015.
Douglas Flint
2015
2014
000
000

Stuart Gulliver
2015
2014
000
000

Iain Mackay
2015
2014
000
000

Marc Moses
2015
2014
000
000

Basic salaries, allowances and benefits in kind


Pension contributions
Performance-related pay paid or receivable
Inducements to join paid or receivable
Compensation for loss of office

2,496

2,491

4,290

3,041

4,217

3,402

2,082

2,169

2,071

1,998

2,035

1,928

2,039

2,164

Total

2,496

2,491

7,331

7,619

4,251

4,069

3,963

4,203

Total ($000)

3,815

4,101

11,204

12,545

6,497

6,700

6,057

6,922

The aggregate amount of Directors emoluments as defined above (including both executive Directors and non-executive
Directors) for the year ended 2015 was $33,182,072. Additionally, the aggregate amount of payments in relation to notional
return on deferred cash for the year ended 2015 was $29,339. As per policy, benefits in kind may include, but are not limited
to, the provision of medical insurance, income protection insurance, health assessment, life assurance, club membership, tax
assistance, Hong Kong accommodation for Stuart Gulliver, car benefit, travel assistance, and relocation costs (including any tax
due on the benefit, where applicable). Amounts are converted into US dollars based on the average year-to-date exchange
rates for the respective year.
Emoluments of senior management
Set out below are details of emoluments paid to senior management (being executive Directors and Group Managing Directors
of HSBC Holdings) for the year ended 31 December 2015 or for the period of appointment as a Director or Group Managing
Director.
Emoluments of senior management
Senior
management
000
Basic salaries, allowances and benefits in kind
Pension contributions
Performance-related pay paid or receivable
Inducements to join paid or receivable
Compensation for loss of office

31,713
408
26,858

Total

58,979

Total ($000)

90,142

The aggregate emoluments of senior management for the year ended 31 December 2015 was $89,415,897. The emoluments
of senior management were within the following bands:
Number of
senior
management
0 1,000,000
1,000,001 2,000,000
2,000,001 3,000,000
3,000,001 4,000,000
4,000,001 5,000,000
5,000,001 6,000,000
6,000,001 7,000,000
7,000,001 8,000,000

5
1
5
1
2
2
1
1

The aggregate amount set aside or accrued to provide pension, retirement or similar benefits for executive Directors and
senior management for the year ended 31 December 2015 was $624,072.

HSBC HOLDINGS PLC

318

Emoluments of the five highest paid employees


5 highest paid
employees
000
Basic salaries, allowances and benefits in kind
Pension contributions
Performance-related pay paid or receivable
Inducements to join paid or receivable
Compensation for loss of office

16,108
117
12,700

Total

28,925

Total ($000)

44,207

The emoluments of the five highest paid employees were within the following bands:
Number of
5 highest paid
employees
4,200,001 4,300,000
5,200,001 5,300,000
6,800,001 6,900,000
7,300,001 7,400,000

1
2
1
1

Financial Review

Set out below are details of remuneration paid to the five individuals whose emoluments were the highest in HSBC (including
two executive Directors and three Group Managing Directors of HSBC Holdings), for the year ended 31 December 2015.

Strategic Report

Emoluments of five highest paid employees

Employee
4
5
000
000

1
000

2
000

3
000

Fixed
Cash based
Shares-based

655
3,016

656
1,678

655
904

667
786

Total fixed

6
000

7
000

8
000

276
449

654
327

354
444

655
224

3,671

2,333

1,559

1,453

725

981

797

879

Annual incentive1
Cash
Non-deferred shares2
Deferred cash3
Deferred shares3

549
549
824
824

375
375
563
563

424
424
635
635

394
394
590
590

271
271
407
407

216
216
323
323

227
227
341
341

194
194
290
290

Total annual incentive

2,746

1,876

2,118

1,968

1,356

1,078

1,136

968

GPSP
Deferred shares
Total variable pay
Total remuneration
Total remuneration ($000)

305

209

235

219

151

120

126

108

3,051

2,085

2,353

2,187

1,507

1,198

1,262

1,076

6,722

4,418

3,912

3,640

2,232

2,179

2,059

1,955

10,272

6,754

5,979

5,563

3,410

3,330

3,148

2,986

1 Annual incentive in respect of performance year 2015.


2 Awards vested, subject to a six-month retention period.
3 Awards vest over a three-year period, 33% vests on or around the first and second anniversary of grant and 34% on or around third anniversary
of grant.

Financial Statements

Set out below are details of the remuneration of the eight highest paid senior executives (including members of the GMB, but
not Directors of HSBC Holdings):

Corporate Governance

Remuneration of eight highest paid senior executives

The following tables show the remuneration awards made by HSBC to its Identified Staff and MRTs for 2015. Individuals
have been identified as MRTs based on the qualitative and quantitative criteria set out in the Regulatory Technical Standard
EU 604/2014 and additional criteria determined by the Committee. Given this, the total number of MRTs for 2015 has
increased from 2014.
These disclosures reflect the requirements of the FCAs Prudential Sourcebook for Banks.

HSBC HOLDINGS PLC

319

Shareholder Information

Pillar 3 remuneration disclosures

Directors Remuneration Report (continued)


Appendix

Aggregate remuneration expenditure


Global business aligned

Aggregate remuneration expenditure1


2015
2014

Retail
Banking
and Wealth
Management
$m

Commercial
Banking
$m

Global
Banking and
Markets
$m

Global
Private
Banking
$m

Non-global
business
aligned
$m

Total
$m

106.9
94.3

77.6
61.7

797.8
741.3

76.2
70.2

411.9
374.4

1,470.4
1,341.9

1 Includes salary and incentives awarded in respect of performance in the years 2014 and 2015 (including deferred component) and any pension or
benefits outside of policy.

Remuneration fixed and variable amounts Group-wide


2015
MRTs
(non-senior
management)

2014
MRTs
(non-senior
management)

Total

101

1,208

1,309

Total

98

1,080

1,178

$m

$m

$m

$m

$m

$m

67.9
51.3

567.3
82.8

635.2
134.1

64.1
51.8

517.0
88.7

581.1
140.5

119.2

650.1

769.3

115.9

605.7

721.6

20.0
20.0
27.5
47.1

157.5
147.8
135.1
146.0

177.5
167.8
162.6
193.1

18.5
18.5
24.9
41.5

138.9
132.0
119.5
126.4

157.4
150.5
144.4
167.9

114.6

586.4

701.0

103.4

516.8

620.2

Senior
management1
Number of MRTs
Fixed
Cash-based
Shares-based
Total fixed
Variable2
Cash
Non-deferred shares3
Deferred cash
Deferred shares
Total variable pay4
1
2
3
4

Senior
management1

Definition of senior management includes members of the GMB, Group General Managers and non-executive Directors.
Variable pay awarded in respect of performance in the years 2014 and 2015.
Vested shares, subject to a six-month retention period.
In accordance with shareholder approval received on 23 May 2014, for each material risk-taker the variable component of remuneration for any one
year is limited to 200% of fixed component of total remuneration of the material risk-taker.

Remuneration fixed and variable amounts UK based

Number of MRTs
Total fixed
Total variable pay1

Senior
management

2015
MRTs
(non-senior
management)

Total

Senior
management

2014
MRTs
(non-senior
management)

67

505

Total

572

64

446

$m

510

$m

$m

$m

$m

77.6
68.5

$m

274.1
238.4

351.7
306.9

73.1
60.7

244.5
205.2

317.6
265.9

1 Variable pay awarded in respect of performance in the years 2014 and 2015.

HSBC HOLDINGS PLC

320

Deferred remuneration at 31 December


Outstanding, unvested
Awarded during the year
Paid out2
Reduced through malus

Senior
management
$m

2015
MRTs
(non-senior
management)
$m

254.9
67.3
73.6

591.8
286.5
408.8

Total
$m

Senior
management
$m

2014
MRTs
(non-senior
management)
$m

Total
$m

846.7
353.8
482.4

270.2
112.6
33.9

691.8
353.8
210.3

962.0
466.4
244.2

Strategic Report

Deferred remuneration1

1 This table provides details of actions taken during the performance years 2014 and 2015. For details of variable pay awards granted for the
performance years 2014 and 2015, please refer to both the Remuneration tables above.
2 Vested shares are valued using share price as at day of vesting.

Sign-on payments1
Made during year ($m)
Number of beneficiaries

Total

14.0
22

14.0
22

1.9
1

2.6
5

4.5
6

Severance payments2
Awarded and paid during year ($m)
Number of beneficiaries
Highest such award to single person ($m)

0.9
6
0.3

0.9
6
0.3

4.1
13
0.5

4.1
13
0.5

1 Guaranteed variable pay awards granted to new hires and limited to their first year of service.
2 Represents non-standard termination payments made in excess of any local policies, standards or statutory amounts.

Material risk takers remuneration by band1


Number of 2015 MRTs
MRTs
Senior
(non-senior
managemanagement
ment)
0 1,000,000
1,000,001 1,500,000
1,500,001 2,000,000
2,000,001 2,500,000
2,500,001 3,000,000
3,000,001 3,500,000
3,500,001 4,000,000
4,000,001 4,500,000
4,500,001 5,000,000
5,000,001 6,000,000
6,000,001 7,000,000
7,000,001 8,000,000
8,000,001 9,000,000
9,000,001 10,000,000

29
11
19
9
7
8
4
2
4
5
1

1
1

827
236
71
38
15
11
3
2
4
1

Total
856
247
90
47
22
19
7
4
8
6
1

1
1

Number of 2014 MRTs


MRTs
Senior
(non-senior
managemanagement
ment)
29
20
10
13
10
6
3
2
2
1

1
1

829
150
54
23
12
7
3
1
1

Total
858
170
64
36
22
13
6
3
3
1

1
1

Shareholder Information

1 Table prepared in euros in accordance with Article 450 of the Capital Requirements Regulation, using the rates published by the European Commission
for financial programming and budget for December of the reported year as published on their website.

Corporate Governance

Total

Senior
management

2014
MRTs
(non-senior
management)

Financial Statements

Senior
management

2015
MRTs
(non-senior
management)

Financial Review

Sign-on and severance payments

HSBC HOLDINGS PLC

321

Directors Responsibility Statement


Statement

Directors Responsibility Statement


The Directors are responsible for preparing the Annual Report and Accounts, the Directors Remuneration Report and the
financial statements in accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have
prepared the parent company (Company) and Group financial statements in accordance with International Financial
Reporting Standards (IFRSs) as adopted by the European Union. In preparing these financial statements, the Directors have
also elected to comply with IFRSs, issued by the International Accounting Standards Board (IASB). Under company law the
Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of
affairs of the Company and Group and of the profit or loss of the Company and Group for that period. In preparing these financial
statements, the Directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and estimates that are reasonable and prudent;
state whether applicable IFRSs as adopted by the European Union and IFRSs issued by IASB have been followed, subject to
any material departures disclosed and explained in the financial statements; and
prepare the financial statements on a going concern basis unless it is inappropriate to presume that the Company and
Group will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Companys
transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and
enable them to ensure that the financial statements and the Directors Remuneration Report comply with the Companies Act
2006 and, as regards the Group financial statements, Article 4 of the IAS Regulation. They are also responsible for safeguarding
the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and
other irregularities.
The Directors are responsible for the maintenance and integrity of the Companys website. Legislation in the United Kingdom
governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
The Directors consider that the Annual Report and Accounts 2015, taken as a whole, is fair, balanced and understandable and
provides the information necessary for shareholders to assess the companys performance, business model and strategy.
Each of the Directors1, whose names and functions are listed in the Report of the Directors: Corporate Governance section
on pages 249 to 255 of the Annual Report and Accounts 20151, confirm that, to the best of their knowledge:
the Group financial statements, which have been prepared in accordance with IFRSs as adopted by the EU, give a true and
fair view of the assets, liabilities, financial position and profit or loss of the Group; and
the management report represented by the Report of the Directors includes a fair review of the development and
performance of the business and the position of the Group, together with a description of the principal risks
and uncertainties that it faces.
In accordance with Section 418 of the Companies Act 2006, the Directors report includes a statement, in the case of each
Director in office as at the date the Report of the Directors is approved, that:
so far as the Director is aware, there is no relevant audit information of which the Companys auditors are unaware; and
they have taken all the steps they ought to have taken as a director in order to make themselves aware of any relevant
audit information and to establish that the Companys auditors are aware of that information.

On behalf of the Board


Douglas Flint
Group Chairman
22 February 2016
1 Other than Henri de Castries who was not a Director at the time of approval of the Annual Report and Accounts 2015.

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322

Report of the independent auditors to the members of HSBC Holdings plc

Report of the independent auditors to the members of


HSBC Holdings plc
Report on the financial statements1
Our opinion on the financial statements
In our opinion HSBC Holdings plcs (HSBC) Group financial statements and Parent Company financial statements:
give a true and fair view of the state of the Groups and Parent Company's affairs at 31 December 2015 and of the Groups
and Parent Companys profit and cash flows for the year then ended;

Strategic Report

Audit Report

have been properly prepared in accordance with International Financial Reporting Standards as adopted by the European
Union (IFRS); and

On behalf of PricewaterhouseCoopers LLP (PwC), it is my responsibility to form these opinions. This was the first year that you
have appointed PwC as HSBCs auditors, and I have therefore provided more information on how PwC prepared for the audit
together with an explanation of the audit approach applied and details of the significant discussions on accounting issues I, and
my colleagues, have had with the Group Audit Committee (GAC).
Preparing to change auditors
Before commencing audit work in September 2014, PwC member firms, their partners and staff took 12 months to ensure that
we were independent of HSBC. This involved ceasing commercial relationships and changing financial arrangements for our
partners and more than 2,000 staff who work on the audit of HSBC and its subsidiaries worldwide. During this period, members of
my team took the opportunity to meet with HSBCs management team to understand the issues faced by the business, and to
gather information which we required to plan our audit.
From September 2014 and throughout the 31 December 2014 year-end process, we worked alongside the former auditors,
attending their key meetings with HSBC and understanding the complex or significant audit judgements which they made.
We also observed the GAC and Group Risk Committee meetings and met with the primary regulators of HSBC.
In September 2014, I chaired a two day meeting of the partners and staff from PwC member firms who undertake audits of the
most significant HSBC subsidiaries. This meeting ensured that we would have one approach to the audit globally, assisted in
our determination of the most significant audit risks and provided an opportunity for those partners and staff to hear directly
from HSBC management.

Corporate Governance

Performing the audit

Financial Review

have been prepared in accordance with the requirements of the Companies Act 2006, and as regards the Group financial
statements, Article 4 of the IAS Regulation.

We also reviewed the working papers of the former auditors, to help familiarise ourselves with the controls on which they
relied for the purposes of issuing their opinion, and to understand the evidence they obtained over key judgements.

I structured the audit approach to reflect how HSBC is organised. It incorporated four important aspects.
(i)

Risk assessment and audit planning at a Group level, having regard to both regions and HSBCs global businesses
In addition to having partners coordinate the audit in each region, I appointed partners for each global business. These
global business partners met regularly with the relevant HSBC management to understand strategy and matters which
arose throughout the year that could have impacted the financial reporting. These partners are specialists in the nature
of the relevant businesses and were best placed to design an appropriate audit approach for that part of HSBC. They
oversaw each PwC member firm involved in the audit of that global business and assisted me in my review of their work.

Financial Statements

How the audit approach was structured

A significant amount of HSBCs operational processes which are critical to financial reporting are undertaken in offshore
shared service centres across 11 sites in five countries. Working closely with me, a partner coordinated our audit work on
shared service centres, building up an end to end picture of the key processes that supported material balances, classes of
transactions and disclosures within the HSBC financial statements. We then evaluated the effectiveness of controls over
these processes and considered the implications for the remainder of our audit work.

1 HSBC Holdings plcs financial statements comprise the consolidated and Parent Company balance sheets as at 31 December 2015, the consolidated
and Parent Company income statements and the consolidated statement of comprehensive income for the year then ended, the consolidated and
Parent Company cash flow statements for the year then ended; the consolidated and Parent Company statements of changes in equity for the year
then ended, and the notes to the financial statements, which include a summary of significant accounting policies and other explanatory information.

HSBC HOLDINGS PLC

323

Shareholder Information

(ii) Audit work performed at global shared service centres

Report of the independent auditors to the members of HSBC Holdings plc


Audit Report

(iii) Audit work executed on individual legal entities


We received opinions from PwC member firms which had been appointed as the external auditors of The Hongkong and
Shanghai Banking Corporation Limited, HSBC Bank plc, HSBC North America Holdings Inc, HSBC Mexico S.A., HSBC Bank
Brasil S.A. Banco Multiplo, HSBC Vida e Previdncia (Brasil) S.A., HSBC Bank Argentina S.A., HSBC Bank Middle East
Limited, HSBC Bank Canada, HSBC Private Banking Holdings (Suisse) S.A. and HSBC Insurance (Bermuda) Limited. I was in
active dialogue throughout the year with the partners responsible for these audits; this included consideration of how
they planned and performed their work. I visited most of these subsidiaries since HSBCs decision to appoint PwC as
auditor, as well as businesses in a further 7 countries. I also attended meetings with management in each of these key
subsidiaries at the year end.
The audits of these key subsidiaries relied upon work performed by PwC member firms in Germany, France, Turkey,
Malta, China, India, Australia, Qatar, Oman, the UAE and Bahrain. I considered how my subsidiary audit teams instructed
and reviewed the work undertaken in these locations in order to ensure the quality and adequacy of the work.
Collectively, these teams completed procedures covering 81% of total assets, 77% of total operating income and 88% of
profit before tax.
(iv) Audit procedures undertaken at a Group level and on the Parent Company.
I ensured that appropriate further audit work was undertaken for HSBC as the Parent Company. This work included
auditing, for example, the consolidation of the Groups results, the preparation of the financial statements, certain
disclosures within the Directors remuneration report, litigation provisions and exposures and managements entity level
and oversight controls relevant to financial reporting.
In aggregate, these four areas provided me with the evidence required to form an opinion on the consolidated financial
statements of HSBC.
The purpose and scope of my audit
An audit has an important role in providing confidence in the financial statements that are provided by companies to their
members. The audit opinion does not provide assurance over any particular number or disclosure, but over the financial
statements taken as a whole. It is the Directors responsibility to prepare the financial statements and to be satisfied that they
give a true and fair view. These responsibilities have been recognised on behalf of the Board of Directors on page 322.
The scope of an audit is sometimes not fully understood. I believe that it is important that you understand the scope in order
to understand the assurance that my opinion provides. My responsibility is to undertake my work and express my opinion in
accordance with applicable law and the International Standards on Auditing (UK and Ireland) as issued by the Financial
Reporting Council of the United Kingdom. These standards also require me to comply with the APBs Ethical Standards for
auditors. A description of the scope of an audit is provided on the Financial Reporting Councils website at
www.frc.org.uk/auditscopeukprivate; I recommend that you read this description carefully. It is also important that you
understand the inherent limitations of the audit which are disclosed in the description, for example the possibility that an
approach based upon sampling and other audit techniques may not identify all issues.
In order for me to perform my work, I had regard to the concept of materiality. I have determined materiality as follows:
Overall Group materiality

$1,050m.

How I determined it

5% of adjusted profit before tax excluding the debt valuation adjustment and non-qualifying
hedges.

Why I believe this is appropriate

Given the geographically dispersed nature of HSBC and the diversity of its banking activities, I
believe a standard benchmark of 5% of adjusted profit before tax is an appropriate quantitative
indicator of materiality, although of course an item could also be material for qualitative reasons.
I selected adjusted profit before tax, because as discussed on page 48, management believes it best
reflects the performance of HSBC. I excluded the debt valuation adjustment and non-qualifying
hedges as they are recurring items.

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324

Where the audit identified some items that were not reflected appropriately in the audited financial information, I considered
these items carefully to assess if they were individually or in aggregate material. I reported any such items which exceeded
$50m to the GAC, who were responsible for deciding whether adjustments should be made to the financial statements in
respect of those items. The Directors have concluded that all items which remained unadjusted were not material to the
financial statements, either individually or in aggregate. I agree with their conclusion.

Strategic Report

When planning the audit, I considered if multiple errors may exist which, when aggregated, could exceed $1,050m. In order to
reduce the risk of multiple errors which could aggregate to this amount I used a lower level of materiality, known as
performance materiality, of $788m to identify the individual balances, classes of transactions and disclosures that were subject
to audit. I asked each of the partners reporting to me on the subsidiaries of HSBC to work to assigned materiality levels
reflecting the size of the operations they audited. These ranged from $67m (HSBC Mexico S.A.) to $840m (The Hongkong and
Shanghai Banking Corporation Limited).

I attended each of the seven GAC meetings held during the year. Part of each meeting involved a discussion with me without
management present. I also met with members of the Committee on an ad hoc basis. During these various conversations we
discussed my observations on a variety of accounting matters, and initial observations on controls over financial reporting.
In November 2014, the Committee held a special meeting to understand and challenge the audit plan. The plan included the
matters which I considered presented the highest risk to the audit and other information on our audit approach such as our
approach to the audit of journals, interest income and financial instrument valuation, and where the latest technology would
be used to obtain better quality audit evidence.
The areas of highest risk to the audit and where I focused most effort and resource, were:

Financial Review

Matters discussed with the GAC

Access to technology applications and data


Carrying value of goodwill
Impairment of loans and advances
Litigation and conduct
Investment in Bank of Communications Co., Ltd (BoCom)
Impact of the deferred prosecution agreement (DPA)
Recoverability of deferred tax assets.
To help you understand their impact on the audit, I have listed them in order of decreasing audit effort. Some of them are
common with other international banks, and some are specific to HSBC. I have included at the end of this report an
explanation of each item, why it was discussed and how the audit approach was tailored to address the concerns.

Corporate Governance

Application of hedge accounting

The Directors have made a statement on page 277 regarding going concern. This statement is based on their belief that the
Group and Parent Company intend to, and have sufficient resources to remain in business for 12 months from the date of this
report. I am required to review this statement, and in doing so I have considered HSBCs budgets, cash flows, capital plan and
stress tests. I have nothing to report as a result of my review. I also have nothing material to add or draw attention to in
relation to the statement.

Other reporting

Shareholder Information

The Annual Report and Accounts also contains a considerable amount of other information that is required by various
regulators or standard setters. In respect of this information my responsibilities and my reporting are set out in the table
below.

Financial Statements

Going concern

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Report of the independent auditors to the members of HSBC Holdings plc


Audit Report /Appendix

Area of the Annual Report and Accounts


2015

My responsibility

My reporting

Directors Remuneration Report on pages 285 to 321


Those parts of which are clearly marked as
audited.

Consider whether the information is


properly prepared.

Other remuneration report disclosures.

Consider whether certain other disclosures


specified by the Companies Act have been
made.

Other areas
Strategic Report and the Directors Report.

Viability statement on page 277 which


considers the longer term sustainability of the
Groups business model.
Directors confirmation of their robust
assessment of principal risks, and disclosures
describing those risks and how they are
managed or mitigated on page 278.
GAC Report on page 262.

Directors statement (on page 322) that they


consider the HSBC Annual Report and Accounts
2015, taken as a whole, to be fair, balanced and
understandable and provides the information
necessary for you to assess HSBCs
performance, business model and strategy.
Corporate governance report (on pages 249 to
284).
All other information in the Annual Report aside
from the audited financial statements.

Consider whether they are consistent with


the audited financial statements.

In my opinion, this information has been


properly prepared in accordance with
the Companies Act 2006.
The other required disclosures have
been made.

Review the statement in the light of the


knowledge gathered during the audit.

In my opinion, the information in these


reports is consistent with the audited
financial statements.
I have nothing material to draw
attention to or to add to the statement.

Review the confirmation and description in


the light of the knowledge gathered during
the audit.

I have nothing material to draw


attention to or to add to the
confirmation or description.

Consider whether it deals appropriately


with those matters that I reported to the
GAC.
Consider whether any information found
during the course of the audit would cause
me to disagree.

No exceptions to report.

Review the remaining 10 provisions of the


UK Corporate Governance Code specified
for our review by the UK Listing Rules.

Nothing to report following our review.

Consider whether it is materially


inconsistent or materially incorrect based
on the knowledge gained in my audit, or
otherwise misleading.
Consider whether it is materially
inconsistent with the audited financial
statements.

No exceptions to report.

No disagreements to report.

In addition, I am required to report to you if:


I have not received all of the information and explanations required for my audit;
Adequate accounting records have not been kept by the Parent Company;
Returns adequate for my audit have not been received from branches not visited by PwC;
The Parent Company financial statements and the audited part of the Directors Remuneration Report do not agree with
the accounting records and returns.
I have no exceptions to report as a result of any of these responsibilities.

Use of this report


This report, including the opinions, has been prepared for and only for you, the Parent Companys members as a body in
accordance with Chapter 3 of Part 16 of the Companies Act 2006, and for no other purpose. We do not, in giving these
opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or
into whose hands it may come except where expressly agreed by our prior written consent.
Richard Oldfield (Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
London, United Kingdom
22 February 2016

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Those areas which presented the greatest risk of material misstatement in the financial statements are required to be
discussed with the GAC. They had the greatest effect on the audit, including the allocation of resources and effort and are
discussed below together with an explanation of how the audit was tailored to address these specific areas. The first table
indicates which segments and businesses were impacted by the matters discussed.
This is not a complete list of all risks identified by the audit.
Global businesses
Latin
America

RBWM

CMB

GB&M

GPB

Financial Statements

Corporate Governance

Financial Review

Europe

Segments
North
Asia
America

Shareholder Information

Matters discussed
IT access management
Goodwill and intangible assets
Application of hedge
accounting
Impairment of loans
and advances
Litigation and conduct
Investment in BoCom
Impact of the DPA
Recoverability of deferred
tax assets

Group
wide

Strategic Report

Appendix: Matters discussed with the Group Audit


Committee (GAC)

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Appendix

IT access management
Nature of the area of focus

Matters discussed with the GAC

Access rights to technology are provided to individuals in order to


support their specific roles. These rights are important because they
ensure that changes to applications and data are authorised and
made in an appropriate manner. Ensuring staff only have
appropriate access, and that the access is monitored, are key
controls to mitigate the potential for fraud or error as a result of a
change to an application or underlying data.

A specific pre-year end GAC meeting was held to discuss the control
issues identified, and to agree a response.
A revised audit approach and plan was presented along with examples
of how the application and database findings impacted specific
products transacted by HSBC.

At the GAC meeting held prior to approving the Annual Report and
Accounts 2015, a summary of the findings of the audit work was
During the year, it was identified that controls over access rights to
discussed, together with a consideration of the additional work
operating systems, applications, and data used in the financial
performed by management to address the issues identified. This
reporting process required improvement to ensure that access was included the work undertaken to evidence that access was not used
sufficiently monitored, restricted or segregated.
inappropriately, and also detective controls which operated at many
All banks are highly dependent on technology due to the significant levels within HSBC to prevent a material error or fraud remaining
number of transactions that are processed daily. The audit approach undetected.
relies extensively on automated controls and therefore procedures
are designed to test access and control over IT systems. As a
consequence of the control findings, the assessed risk of a material
misstatement arising from access to technology was changed to
significant. The audit approach was modified, with the extent of
testing increased substantially to obtain the necessary evidence
that a material error or fraud remained undetected.
Procedures performed to support our discussions and conclusions
Access rights were tested over the various aspects of technology relied upon for financial reporting. Specifically, the audit tested that:
new access requests for joiners were properly reviewed and authorised;
application user access rights were removed on a timely basis when an individual left or moved role; and
access rights to applications were periodically monitored for appropriateness.
Other areas that were independently assessed included password policies, security configurations, controls over changes to applications and
databases and that business users, developers and production support did not have access to change applications, the operating system or
databases in the production environment.
As a consequence of the findings that were identified a range of other procedures were performed;
Where possible, the extent of inappropriate access was identified and the changes made with this access assessed to determine that they
were appropriate.
Automated controls in applications impacted were considered as manual, and therefore tested on multiple occasions rather than once.
Additional substantive testing was performed on the year-end balance sheet and income statement where this was deemed to be
effective.
Where possible, testing was performed on other compensating controls or processes not impacted by systems.
A list of users with access to systems was obtained and manually compared to other access lists where segregation of duties was deemed
to be of higher risk, for example within GB&M.
Relevant references in the Annual Report and Accounts 2015
GAC Report, page 262.
Effectiveness of internal controls, page 277.

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Matters discussed with the GAC

Goodwill of $16.3bn has arisen from a number of historic


acquisitions. The largest balances are in Europe, North America and
Latin America.
An assessment is required annually to establish whether this
goodwill should continue to be recognised, or if any impairment is
required. The assessment was performed for each global business
within a region, which is the lowest level at which HSBC could
allocate and assess goodwill, which is referred to as a cash
generating unit (CGU).
The impairment assessment relied on the calculation of a value-inuse for each of the CGUs. This calculation was based on estimated
future cash flows for each CGU discounted at an appropriate cost of
equity rate. HSBC used its Annual Operating Plan as the basis for the
first 5 years of cash flows and then extrapolated returns into
perpetuity using a terminal growth factor. Cost of equity discount
rates were based on the investment rates used within the global
business and approved by the Board of Directors.
The estimation of future cash flows and the level to which they are
discounted is inherently uncertain and requires significant
judgement. The extent of judgement and the size of the goodwill,
resulted in this matter being identified as an area of audit focus.

The judgements used by management were most important when the


calculated value-in-use was close to the carrying value of the CGU.
Reasonably possible alternative assumptions were considered to
identify those CGUs which were most sensitive to a change in value
in use. During the third quarter, goodwill for GB&M in North America,
Latin America and Europe, together with the Global Private Bank in
Europe were of most interest in the discussion with the GAC as these
four CGUs have low levels of headroom as a proportion of carrying
value. Subsequently, at 31 December the goodwill for Global Private
Bank Europe and GB&M North America was retested as a result of
indications of impairment being present.
The discussion with the GAC focused on the key assumptions, both
individually and when combined together. During these discussions,
management confirmed their view that the forecasts for each CGU
remained appropriate.
As disclosed on page 410, a small deterioration in either performance
or long term growth forecasts, or an increase in the discount rate may
lead to impairment in one or more of the CGUs identified.

Financial Review

Nature of the area of focus

Strategic Report

Goodwill and intangible assets

Managements strategic cash flow forecasts used in the model were assessed by:
testing that the forecasts agreed to the 2015 Annual Operating Plan, which had been approved by the Board of Directors and
considering how plans announced in HSBCs strategy update to investors on 9 June 2015 impacted that plan. For Global Private
Banking Europe and GB&M North America flows in the forecasted 2016 Annual Operating Plan were agreed to the retest of
impairment at 31 December;
considering current year performance against plan and the reasons for any deviation. This was discussed with management of the
Global Businesses for each sensitive CGU; and
reviewing the historical achievement of the Annual Operating Plan. Given the uncertainties in forecasting, this identified that
forecasts have been less accurate for prior periods, and we considered if this was appropriately factored into the discount rates used.
Independent sensitivity analysis was performed, making adjustments to a number of modelled assumptions simultaneously to identify
any further CGUs with a risk of impairment. This identified more CGUs requiring consideration than initially identified by management.
The appropriateness of disclosures made in relation to goodwill was also reviewed.
Relevant references in the Annual Report and Accounts 2015
GAC Report, page 262.

Shareholder Information

Note 20: Goodwill and intangible assets, page 406.

Financial Statements

PwCs independent valuation experts critically assessed the discount rate and terminal growth rates used in the discounted cashflow
models. The critical challenge was focused on the methodology used to reconcile the discount rates used by each CGU to the overall
calculated cost of capital for HSBC; and whether the use of the country GDP growth rates was the most appropriate in determining the
terminal growth of cash flows for each CGU.
The calculations used in the model were re-performed to check accuracy and the key inputs in the model were agreed to approved
sources.

Corporate Governance

Procedures performed to support our discussions and conclusions

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Appendix

Application of hedge accounting


Nature of the area of focus

Matters discussed with the GAC

To qualify for hedge accounting, certain criteria must be met


including documenting the nature and purpose of the hedge and
performing regular testing over its effectiveness.
Due to the complex nature of the hedge accounting rules this is often
an area of significant risk for banks. However, given the nature of
HSBCs business we initially believed the risk to be lower.
The audit testing identified a number of instances where hedge
accounting was applied, but the accounting rules had not been
adequately met. This led to the disqualification for hedge accounting
purposes of some macro cash flow hedges in the UK, France and
Canada.
As a result of these findings, management instigated a full review of
all hedge accounting relationships. The audit risk associated with
hedge accounting was reassessed to be significant for certain hedges,
and the extent of testing increased.

The disqualified hedges resulted in an immaterial adjustment to


the income statement. A discussion was held with the GAC about
whether the adjustment would have been more appropriate to 2014.
Due to the size of the adjustment it was concluded that the
adjustment should be recognised in 2015.
The control implications of the findings were also discussed. A
project team was established by management, which regularly
reported progress and proposed a revised control structure be
established.

Procedures performed to support our discussions and conclusions


Material macro cash flow hedge documentation was examined and the relationships assessed to determine if the hedges had been
appropriately designated. This included consideration of the hedge objectives and specific compliance with IFRS.
A sample of all other hedging relationships was examined and the relationships assessed to determine if they had been appropriately
designated. This included consideration of the hedge objectives and specific compliance with IFRS.
Managements hedge effectiveness reviews, and the measurement and recording of hedge ineffectiveness, were tested for a sample of
hedge relationships.
Understood and tested controls over the documentation and review of the hedge relationships and their initial and ongoing
effectiveness.
Examined the output from managements review of hedge accounting relationships.
Relevant references in the Annual Report and Accounts 2015
GAC Report, page 262.
Note 16: Derivatives, page 394.

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330

Matters discussed with the GAC

Impairment allowances represent management's best estimate of


the losses incurred within the loan portfolios at the balance sheet
date. They are calculated on a collective basis for portfolios of loans
of a similar nature and on an individual basis for significant loans.
The calculation of both collective and individual impairment
allowances is inherently judgemental for any bank.
Collective impairment allowances are calculated using statistical
models which approximate the impact of current economic and
credit conditions on large portfolios of loans. The inputs to these
models are subject to management judgement and model overlays
are often required.
For specific impairments, judgement is required to determine when
an impairment event has occurred and then to estimate the
expected future cash flows related to that loan.
The audit was focused on impairment due to the materiality of the
balances and the subjective nature of the calculation. The largest
loan portfolios are in Europe and Asia. The most significant
impairment allowances are in Europe, North America and Latin
America.

The policies and methodologies used by HSBC were discussed with


the GAC. The impairment policies and practices applied are consistent
with the requirements of IFRS. The methodologies used to calculate
collective impairment allowances are relatively standard which means
that modelling risk is low but that changes in individual inputs can
have a significant bearing on the impairment charge.
The discussion covered positive observations around the governance
supporting changes to model inputs and our observations on
suggested enhancements to documentation.
At each GAC and Group Risk Committee meeting there was a
discussion on changes to risk factors and other inputs within the
collective allowance models as well as discussions on individually
significant loan impairments. In light of the further deterioration in
the spot price of oil, a specific discussion on the exposures to the oil
and gas sector was held with GAC at the year end. This discussion
considered the appropriate treatment of the Groups exposure within
the collective impairment calculation and the additional $0.2bn
increase at the year-end.

Financial Review

Nature of the area of focus

Strategic Report

Impairment of loans and advances

The controls management has established to support their collective and specific impairment calculations were tested.
For collective impairment this included controls over the appropriateness of models used to calculate the charge, the process of
determining key assumptions and the identification of loans to be included within the calculation.
For specific impairment charges on individual loans this included controls over the compilation and review of the credit watch list, credit
file review processes, approval of external collateral valuation vendors and review controls over the approval of significant individual
impairments.
For collective allowances the appropriateness of the modelling policy and methodology used for material portfolios was independently
assessed by reference to the accounting standards and market practices and model calculations were tested through re-performance
and code review.
The appropriateness of managements judgements was also independently considered in respect of calculation methodologies and
segmentation, economic factors and judgemental overlays, period of historical loss rates used, loss emergence periods, cure rates for
impaired loans and the valuation of recovery assets and collateral.
For specific allowances the appropriateness of provisioning methodologies and policies was independently assessed for a sample of
loans across the portfolio selected on the basis of risk. An independent view was formed on the levels of provisions booked based on the
detailed loan and counterparty information in the credit file. Calculations within a sample of discounted cash flow models were reperformed.

Financial Statements

Relevant references in the Annual Report and Accounts 2015

Corporate Governance

Procedures performed to support our discussions and conclusions

Impaired loans, page 128.


Areas of special interest, page 116.
GAC Report, page 262.

Shareholder Information

Note 1 (j): Impairment of loans and advances, page 354.

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Appendix

Litigation and conduct


Nature of the area of focus

Matters discussed with the GAC

HSBC, like other global banking institutions, is exposed to a


significant number of open legal cases and regulatory investigations
in a number of its markets. Given the business is geographically
dispersed, the same matter could be subject to investigation in
multiple jurisdictions.
Provisions of $4.5bn have been established to account for legal
settlements, regulatory fines, customer redress payments and
related operational costs.
The most significant provisions relate to Payment Protection
Insurance, Jaffe vs Household Inc, tax-related investigations and
Foreign Exchange market manipulation.
There is an inherent risk that conduct and legal exposures are not
identified and considered for financial reporting purposes on a
timely basis. Importantly, the decision to recognise a provision and
the basis of measurement are judgemental.

Each material provision was discussed with the GAC when established
or changed, including whether HSBCs policy had been applied in an
appropriate manner.
A number of other matters, for which provisions were not established,
were discussed to ensure the appropriateness of that decision.
Specifically:
Legal cases: Group Legal provided to each GAC meeting an update on
the status of legal cases. Material matters were discussed during the
meeting and the need for changes to provisions considered. These
discussions considered whether all related litigation or investigations
about a specific matter had been identified.
Customer redress payments: The most significant provision has been
in relation to PPI. The change in approach to the provision as a result of
the FCA consultation paper released in November 2015 was discussed,
as well as the judgements made to reflect ongoing claim history.

Procedures performed to support our discussions and conclusions


Controls designed to ensure the completeness and adequacy of current legal and regulatory provisions were tested. Regulatory
correspondence from material markets was also read, and a sample of legal expenses were reviewed.
Open legal cases were discussed with Group Legal and in certain instances we obtained and reviewed the relevant regulatory and
litigation documents in order to assess the facts and circumstances.
The range of reasonably possible outcomes was considered for material provisions to independently assess the appropriateness of the
judgement made by HSBC.
The disclosures of conduct and legal exposures and provisions were assessed for completeness and accuracy.
For customer redress, the provisioning models and underlying assumptions used, were independently assessed. For example, for PPI the
inputs examined included customer complaint volumes and response rates. For the material models testing was performed to check that
the models were maintained appropriately and relevant calculations within the models were re-performed.
Relevant references in the Annual Report and Accounts 2015
GAC Report, page 262.
Note 29: Provisions, page 421.
Note 40: Legal proceedings and regulatory matters, page 445.

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332

HSBC holds 19.03% of the listed equity of BoCom. This investment is


accounted for as an associate using the equity method, because of
the significant influence that comes from the shareholding.
At 31 December, the market value of the investment based on the
share price ($9.9bn), was below the carrying value of the investment
($15.3bn).
This is considered an indicator of potential impairment under IFRS.
An impairment test was performed by HSBC using a value in use
model to estimate the investments value assuming the investment
continues to be held rather than sold ($17.0bn). On this basis no
impairment was required and the share of BoComs profits has been
recognised in the income statement.
The many assumptions used in the model to estimate future profits
attributable to HSBC are derived from a combination of analysts
forecasts and managements best estimates and are highly
judgemental.

The critical assumptions used by HSBC in the model were discussed


with the GAC. For each assumption an independent view was
provided of the range of possible alternative inputs that could have
been used.
The discussion focussed on the long term loan impairment charge
ratio and the long term growth rate. These are difficult to
substantiate and require management to form a view on future
growth in China as well as BoComs potential future impairment
charges.

Procedures performed to support our discussions and conclusions


PwCs independent valuation experts reviewed the appropriateness of the model and the inputs selected to calculate the value in use.
They independently recalculated the discount rate applied to the cash flows in the model.
Inputs used in the determination of assumptions for the calculation of the value in use were agreed back to third-party sources, where
available, including external data from analysts reports.
The controls in place over the model including security access and end user controls were tested.
The mathematical accuracy of the model was tested.
The quarterly meeting between senior BoCom executive management and HSBC held specifically to assess the current performance of
the business was observed.
Disclosures made in relation to BoCom were reviewed.
Relevant references in the Annual Report and Accounts 2015
GAC Report, page 262.

Shareholder Information

Financial Statements

Note 19: Interests in associates and joint ventures, page 402.

Financial Review

Matters discussed with the GAC

Corporate Governance

Nature of the area of focus

Strategic Report

Investment in BoCom

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Appendix

Impact of the DPA


Nature of the area of focus

Matters discussed with the GAC

HSBC and HSBC Bank USA NA entered into a DPA with the US
Department of Justice (DoJ) and Financial Conduct Authority in 2012
regarding non-compliance with the US Bank Secrecy Act, anti-money
laundering rules, and sanctions laws. The duration of the DPA is five
years.
If the DOJ concluded that a breach of the DPA had occurred, there
are a number of potential penalties that could be imposed that could
have a material adverse effect on HSBCs business. This could include
loss of business and withdrawal of funding, restrictions on US dollar
clearing functions through HSBC Bank USA or revocation of bank
licences. The loss of this ability could have a significant adverse
impact on the going concern status of HSBC and its individual
subsidiaries in the future.

In considering going concern as the basis of preparation of the


financial statements, a discussion was held with the GAC about the
progress being made in responding to the requirements of the DPA.
The conversation specifically considered the 2015 report of the
Monitor. In the report he expressed significant concerns about the
pace of progress, instances of potential financial crime and systems
and controls deficiencies, whether HSBC is on track to meet its goal
to the Monitors satisfaction within the five-year period and, pending
further review and discussion with HSBC, did not certify as to HSBCs
implementation of, and adherence to, remedial measures specified in
the DPA.
Assurances were sought from the Directors that they were not aware
of any information to suggest that the DoJ had concluded that the
DPA had been breached.

Procedures performed to support our discussions and conclusions


The likelihood of the DPA being breached and a restriction to US dollar clearing imposed was independently assessed through:
Inquiry with the Monitor, whose role is explained on page 116, to understand the status of his work, the outcome of his most recent
country reviews, his assessment of managements progress against the requirements of the DPA and his reporting to the DoJ and FCA.
Reading the 2015 and 2014 Monitor reports and the 9 country reports issued during the year.
Reading the detailed reports produced by the compliance function that undertook testing of controls and processes related to the
DPA, and an assessment of the findings.
Each Group Risk Committee meeting was attended during the year. At each meeting a report was provided by Group Risk on the status of
Global Standards Programme, which aims to address all of the DPA recommendations. The related discussion was observed.
The papers supporting the Financial System Vulnerabilities Committee meeting at the year-end were reviewed. This meeting discussed
the 2015 Monitor report and managements response.
Compliance with the DPA was discussed with Group Legal and other members of senior management.
Relevant references in the Annual Report and Accounts 2015
Top and emerging risks, page 43.
Areas of special interest: the Monitor, page 116.
Financial System Vulnerabilities Committee, page 268.
Going concern and viability statements, page 277.
Note 40: Legal proceedings and regulatory matters, page 445.

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Matters discussed with the GAC

HSBC has deferred tax assets of $6.1bn as at 31 December 2015, of


which $4.5bn relates to the US. A further $1.2bn net deferred assets
are included in Assets Held For Sale and relates to Brazil.
These assets have arisen because of historic losses, deferred relief for
impairment and other temporary differences. An assessment is
required as to whether sufficient future taxable profits are likely to
be generated to enable the assets to be realised.
The estimation of future taxable profits is inherently judgemental,
particularly when this extends beyond the normal planning cycle. In
the case of Brazil, this is exacerbated by recent performance not
being in accordance with plan.

The carrying value of deferred tax assets in Brazil and the US was
discussed several times during the year. HSBC updated performance
against forecasts to support the continued recognition of the assets
and this was considered during GAC meetings.
Brazil: In light of the disposal of the business discussed on page 416,
the appropriate basis on which to assess future taxable profits was
discussed. HSBC has considered both the internal strategic plan as
well as profits implied by the agreed sales price using the
Price/Earnings ratios considered appropriate for Brazilian banks.
Whilst performance in 2015 has not been in line with the strategic
plan, the implicit profit forecast derived from the sales price provides
support for the expected profitability of the business. Sufficient
taxable profits to support recognition are expected to be earned
within 8 years in the best case scenario and within 13 years in the
worst case scenario.
North America: As at 1 January 2015, the recognition of the US
deferred tax asset relied upon capital support from HSBC. Given
improved performance and forecasts management considered that it
was appropriate to recognise the asset on the basis of future taxable
profits. This change led to the recognition of additional deferred tax
assets. The change in the basis of recognition, and the increased
assets recognised, were discussed with the GAC.

Financial Review

Nature of the area of focus

Strategic Report

Recoverability of deferred tax assets

The application of tax rules was examined to check they had been appropriately applied and that a loss or deductible temporary
difference exists.
Supporting calculations were tested to check that the valuation of the asset is appropriate based on the temporary differences identified
and the tax rates applied.
The basis for managements assessment of recoverability including the profit projections and underlying assumptions and the
calculations performed to arrive at taxable profits from these projections, was challenged using our knowledge of the business, future
strategy and past performance.
The appropriateness and validity of tax planning strategies relied upon to support recognition where relevant was assessed.
The range of reasonably possible alternative outcomes was assessed for the projections in each market.
The calculation methodology used to determine the implied profits from the sales price achieved for the Brazilian subsidiary was
evaluated.
The completeness and accuracy of the disclosures was also assessed.

Corporate Governance

Procedures performed to support our discussions and conclusions

GAC Report, page 262.


Note 8: Tax, page 369.
Note 23: Assets held for sale and liabilities of disposal groups held for sale, page 416.

Note:

Shareholder Information

The maintenance and integrity of the HSBC Holdings plc website is the responsibility of the directors; the work carried out by
the auditors does not involve consideration of these matters and, accordingly, the auditors accept no responsibility for any
changes that may have occurred to the financial statements since they were initially presented on the website.

Financial Statements

Relevant references in the Annual Report and Accounts 2015

HSBC HOLDINGS PLC

335

Financial Statements
Financial Statements / Consolidated income statement

Financial Statements
Consolidated income statement

337

Consolidated statement of comprehensive income

338

Consolidated balance sheet

339

Consolidated statement of cash flows

340

Consolidated statement of changes in equity

341

HSBC Holdings balance sheet

343

HSBC Holdings statement of cash flows

344

HSBC Holdings statement of changes in equity

345

Notes on the Financial


Statements
1
2

Basis of preparation and significant accounting


policies

347

17

Financial investments

398

18

Assets charged as security for liabilities, assets


transferred and collateral accepted as security
for assets

401

19

Interests in associates and joint ventures

402

20

Goodwill and intangible assets

406

21

Investments in subsidiaries

414

22

Prepayments, accrued income and other assets

416

23

Assets held for sale and liabilities of disposal


groups held for sale

416

24

Trading liabilities

417

25

Financial liabilities designated at fair value

418

26

Debt securities in issue

418

27

Accruals, deferred income and other liabilities

419

28

Liabilities under insurance contracts

419

29

Provisions

421

30

Subordinated liabilities

423

31

Maturity analysis of assets, liabilities and


off-balance sheet commitments

426

32

Offsetting of financial assets and financial liabilities

434

33

Foreign exchange exposures

436

34

Non-controlling interests

436

35

Called up share capital and other equity


instruments

437

Net income from financial instruments


designated at fair value

359

Net insurance premium income

359

Net insurance claims and benefits paid and


movement in liabilities to policyholders

360

Operating profit

361

Employee compensation and benefits

361

Auditors remuneration

368

Tax

369

36

Notes on the statement of cash flows

439

Dividends

371

37

Earnings per share

372

Contingent liabilities, contractual commitments


and guarantees

441

11

Segmental analysis

373

38

Lease commitments

442

12

Trading assets

377

39

Structured entities

442

13

Fair values of financial instruments carried at


fair value

40

Legal proceedings and regulatory matters

445

41

Related party transactions

454

42

Events after the balance sheet date

457

43

HSBC Holdings subsidiaries, joint ventures and


associates

457

10

14

378

Fair values of financial instruments not carried at


fair value

390

15

Financial assets designated at fair value

393

16

Derivatives

394

HSBC HOLDINGS PLC

336

Consolidated income statement


2013
$m

Interest income
Interest expense

47,189
(14,658)

50,955
(16,250)

51,192
(15,653)

Net interest income

32,531

34,705

35,539

Fee income
Fee expense

18,016
(3,311)

19,545
(3,588)

19,973
(3,539)

Net fee income

14,705

15,957

16,434

Trading income excluding net interest income


Net interest income on trading activities

6,948
1,775

4,853
1,907

6,643
2,047

Net trading income

8,723

6,760

8,690

863
669

508
1,965

(1,228)
1,996

1,532

2,473

768

2,068
123
10,355
1,055

1,335
311
11,921
1,131

2,012
322
11,940
2,632

Changes in fair value of long-term debt issued and related derivatives


Net income from other financial instruments designated at fair value
Net income from financial instruments designated at fair value

Gains less losses from financial investments


Dividend income
Net insurance premium income
Other operating income

Total operating income


Net insurance claims and benefits paid and movement in liabilities to policyholders

Net operating income before loan impairment charges and other credit risk
provisions
Loan impairment charges and other credit risk provisions

Net operating income


Employee compensation and benefits
General and administrative expenses
Depreciation and impairment of property, plant and equipment
Amortisation and impairment of intangible assets

20

Total operating expenses

71,092

74,593

78,337

(11,292)

(13,345)

(13,692)

59,800

61,248

64,645

(3,721)

(3,851)

(5,849)

56,079

57,397

58,796

(19,900)
(17,662)
(1,269)
(937)

(20,366)
(18,565)
(1,382)
(936)

(19,196)
(17,065)
(1,364)
(931)

(39,768)

(41,249)

(38,556)

Operating profit

16,311

16,148

20,240

Share of profit in associates and joint ventures

19

2,556

2,532

2,325

18,867

18,680

22,565

Profit before tax


Tax expense

(3,771)

(3,975)

(4,765)

Profit for the year

15,096

14,705

17,800

Profit attributable to shareholders of the parent company


Profit attributable to non-controlling interests

13,522
1,574

13,688
1,017

16,204
1,596

Basic earnings per ordinary share


Diluted earnings per ordinary share

10
10

The accompanying notes on pages 347 to 469 form an integral part of these financial statements1.

0.69
0.69

0.84
0.84

Shareholder Information

For footnote, see page 346.

$
0.65
0.64

Financial Review

2014
$m

Corporate Governance

2015
$m

Financial Statements

Notes

Strategic Report

for the year ended 31 December 2015

HSBC HOLDINGS PLC

337

Financial Statements (continued)


Consolidated statement of comprehensive income / Consolidated balance sheet

Consolidated statement of comprehensive income


for the year ended 31 December 2015

Profit for the year

2015
$m

2014
$m

2013
$m

15,096

14,705

17,800

(3,072)
(1,231)
(2,437)
127
469

2,972
4,794
(1,672)
374
(524)

(1,718)
(1,787)
(1,277)
286
1,060

(24)
704
(705)
(23)

188
1,512
(1,244)
(80)

(128)
776
(894)
(10)

(9)
(9)

80
78
2

(71)
(35)
(36)

(10,945)

(8,903)

(1,372)

(11,112)
167

(21)
(8,917)
35

(290)
(1,154)
72

101
130
(29)

1,985
2,419
(434)

(458)
(601)
143

Other comprehensive income/(expense)


Items that will be reclassified subsequently to profit or loss when specific
conditions are met:
Available-for-sale investments
fair value gains/(losses)
fair value gains reclassified to the income statement
amounts reclassified to the income statement in respect of impairment losses
income taxes
Cash flow hedges
fair value gains
fair value gains reclassified to the income statement
income taxes
Share of other comprehensive income/(expense) of associates and
joint ventures
share for the year
reclassified to income statement on disposal
Exchange differences
foreign exchange gains reclassified to income statement on disposal of a
foreign operation
other exchange differences
Income tax attributable to exchange differences
Items that will not be reclassified subsequently to profit or loss:
Remeasurement of defined benefit asset/liability
before income taxes
income taxes
Other comprehensive income for the year, net of tax
Total comprehensive income for the year
Attributable to:
shareholders of the parent company
non-controlling interests
Total comprehensive income for the year

The accompanying notes on pages 347 to 469 form an integral part of these financial statements1.
For footnote, see page 346.

HSBC HOLDINGS PLC

338

(13,949)

(3,678)

(3,747)

1,147

11,027

14,053

460
687

9,245
1,782

12,644
1,409

1,147

11,027

14,053

Consolidated balance sheet

98,934
5,768
28,410
224,837
23,852
288,476
90,401
924,454
146,255
428,955
43,900
54,398
1,221
19,139
24,605
6,051

129,957
4,927
27,674
304,193
29,037
345,008
112,149
974,660
161,713
415,467
7,647
67,529
1,309
18,181
27,577
7,111

2,409,656

2,634,139

28,410
54,371
1,289,586
80,400
5,638
141,614
66,408
281,071
88,949
36,840
38,116
783
69,938
5,552
1,760
22,702

27,674
77,426
1,350,642
107,432
5,990
190,572
76,153
340,669
95,947
6,934
46,462
1,213
73,861
4,998
1,524
26,664

2,212,138

2,434,161

9,842
12,421
15,112
7,109
143,976

9,609
11,918
11,532
20,244
137,144

188,460
9,058

190,447
9,531

Assets
Cash and balances at central banks
Items in the course of collection from other banks
Hong Kong Government certificates of indebtedness
Trading assets
Financial assets designated at fair value
Derivatives
Loans and advances to banks
Loans and advances to customers
Reverse repurchase agreements non-trading
Financial investments
Assets held for sale
Prepayments, accrued income and other assets
Current tax assets
Interests in associates and joint ventures
Goodwill and intangible assets
Deferred tax assets

12
15
16

17
23
22
19
20
8

Total assets at 31 December


Liabilities and equity
Liabilities
Hong Kong currency notes in circulation
Deposits by banks
Customer accounts
Repurchase agreements non-trading
Items in the course of transmission to other banks
Trading liabilities
Financial liabilities designated at fair value
Derivatives
Debt securities in issue
Liabilities of disposal groups held for sale
Accruals, deferred income and other liabilities
Current tax liabilities
Liabilities under insurance contracts
Provisions
Deferred tax liabilities
Subordinated liabilities

24
25
16
26
23
27
28
29
8
30

Total liabilities at 31 December


Equity
Called up share capital
Share premium account
Other equity instruments
Other reserves
Retained earnings

35

Total shareholders equity


Non-controlling interests

34

Total equity at 31 December


Total liabilities and equity at 31 December

197,518

199,978

2,409,656

2,634,139

Financial Review

2014
$m

Corporate Governance

2015
$m

Financial Statements

Notes

Strategic Report

at 31 December 2015

For footnote, see page 346.

Iain Mackay, Group Finance Director

Douglas Flint, Group Chairman

HSBC HOLDINGS PLC

339

Shareholder Information

The accompanying notes on pages 347 to 469 form an integral part of these financial statements1.

Financial Statements (continued)


Consolidated statement of cash flows / Consolidated statement of changes in equity

Consolidated statement of cash flows


for the year ended 31 December 2015
2015
$m

2014
$m

2013
$m

18,867

18,680

22,565

(1,935)
(2,556)

10,765
65,828
(106,762)
18,308
879
(664)
(3,852)

(1,928)
(2,532)
9
11,262
25,877
(93,814)
24,571
757
(681)
(3,573)

(1,458)
(2,325)
(1,173)
11,995
(148,899)
164,757
4,479
694
(962)
(4,696)

(1,122)

(21,372)

44,977

(438,376)
399,636
(1,352)
103
2,023
(954)

(384,199)
382,837
(1,477)
88
(1,035)
(903)

(363,979)
342,539
(1,952)
441
6,518
(834)
7,413

Notes
Cash flows from operating activities
Profit before tax
Adjustments for:
net gain from investing activities
share of profits in associates and joint ventures
(gain)/loss on disposal of associates, joint ventures, subsidiaries and businesses
other non-cash items included in profit before tax
change in operating assets
change in operating liabilities
elimination of exchange differences3
dividends received from associates
contributions paid to defined benefit plans
tax paid

36
36
36

Net cash generated from/(used in) operating activities


Cash flows from investing activities
Purchase of financial investments
Proceeds from the sale and maturity of financial investments
Purchase of property, plant and equipment
Proceeds from the sale of property, plant and equipment
Net cash inflow/(outflow) from disposal of customer and loan portfolios
Net investment in intangible assets
Proceeds from disposal of Ping An
Net cash inflow/(outflow) from disposal of other subsidiaries, businesses,
associates and joint ventures

Net cash generated from/(used in) investing activities

(272)

3,269

(38,912)

(4,961)

(6,585)

Issue of ordinary share capital


Net sales/(purchases) of own shares for market-making and investment purposes
Issue of other equity instruments
Redemption of preference shares and other equity instruments
Subordinated loan capital issued
Subordinated loan capital repaid
Dividends paid to shareholders of the parent company
Dividends paid to non-controlling interests
Dividends paid to holders of other equity instruments

147
331
3,580
(463)
3,180
(2,157)
(6,548)
(697)
(950)

267
(96)
5,681
(234)
3,500
(3,163)
(6,611)
(639)
(573)

297
(32)

1,989
(1,662)
(6,414)
(586)
(573)

Net cash used in financing activities

(3,577)

(1,868)

(6,981)

Cash flows from financing activities

Net increase/(decrease) in cash and cash equivalents

(43,611)

(28,201)

31,411

Cash and cash equivalents at 1 January


Exchange differences in respect of cash and cash equivalents

301,301
(13,827)

346,281
(16,779)

315,308
(438)

243,863

301,301

346,281

Cash and cash equivalents at 31 December

36

The accompanying notes on pages 347 to 469 form an integral part of these financial statements1.
For footnotes, see page 346.

HSBC HOLDINGS PLC

340

Consolidated statement of changes in equity


for the year ended 31 December 2015
Other reserves

At 1 January 2015

Other
equity
instruments2
$m

Retained
Earnings4,6
$m

Availablefor-sale
fair value
reserve5
$m

Total
equity
$m

(9,265)

27,308

190,447

9,531

199,978

(10,779)

13,522
(13,062)
(2,332)
(24)
82

1,574
(887)
(740)

19

15,096
(13,949)
(3,072)
(24)
101

(10,779)

(9)
(10,779)

(166)

(9)
(10,945)

(24)

(10,779)

687

1,147

(697)

(463)

147
3,162
3,580
(11,357)
757
104

9,609

11,918

11,532

137,144

2,143

58

13,522
73

82

(2,332)
(2,332)

(24)

(24)

4
45
188

(2,332)

691
(188)

Total comprehensive income for the year


HSBC HOLDINGS PLC

Noncontrolling
interests
$m

Share
premium
$m

Profit for the year


Other comprehensive income (net of tax)
available-for-sale investments
cash flow hedges
remeasurement of defined benefit asset/liability
share of other comprehensive income of associates and joint
ventures
exchange differences

341

Merger
reserve6,7
$m

Total
shareholders
equity
$m

Called up
share
capital
$m

Shares issued under employee remuneration and share plans


Shares issued in lieu of dividends and amounts arising thereon
Capital securities issued
Dividends to shareholders
Cost of share-based payment arrangements
Other movements

(9)

13,595

3,580

(589)
3,162

(10,660)
757
567

Cash flow
hedging
reserve5
$m

At 31 December 2015

9,842

12,421

15,112

143,976

(189)

34

At 1 January 2014

9,415

11,135

5,851

128,728

97

13,688
2,066

1,986

2,025
2,025

80

15,754

60
134

917
(134)

5,681

Profit for the year


Other comprehensive income (net of tax)
available-for-sale investments
cash flow hedges
remeasurement of defined benefit asset/liability
share of other comprehensive income of associates and joint
ventures
exchange differences
Total comprehensive income for the year
Shares issued under employee remuneration and share plans
Shares issued in lieu of dividends and amounts arising thereon
Capital securities issued
Dividends to shareholders
Cost of share-based payment arrangements
Other movements
At 31 December 2014

Shareholder Information

9,609

Financial Statements

11,918

11,532

(710)
2,709

(9,893)
732
(176)
137,144

Corporate Governance

Foreign
exchange
reserve5
$m

460
147
3,162
3,580
(10,660)
757
567

(20,044)

27,308

188,460

(121)

(542)

27,308

181,871

189

189

(8,723)

13,688
(4,443)
2,025
189
1,986

1,017
765
947
(1)
(1)

14,705
(3,678)
2,972
188
1,985

(8,723)

80
(8,723)

(180)

80
(8,903)

2,025

189

(8,723)

9,245

267
2,709
5,681
(9,893)
732
(165)

(712)

(127)

267
2,709
5,681
(10,605)
732
(292)

27,308

190,447

9,531

199,978

21
2,143

(10)
58

(9,265)

Financial Review

9,058

197,518

8,588

190,459

1,782

Strategic Report

11,027

At 1 January 2013
Profit for the year
Other comprehensive income (net of tax)
available-for-sale investments
cash flow hedges
remeasurement of defined benefit asset/liability
share of other comprehensive income of associates and joint
ventures
exchange differences
Total comprehensive income for the year

HSBC HOLDINGS PLC

342

Shares issued under employee remuneration and share plans


Shares issued in lieu of dividends and amounts arising thereon
Dividends to shareholders
Cost of share-based payment arrangements
Other movements
At 31 December 2013

Called up
share
capital
$m

Share
premium
$m

9,238

10,084

5,851

16,204
(561)

(490)

(71)

15,643

60
117

1,168
(117)

(931)
2,523
(9,510)
630
26

9,415

11,135

The accompanying notes on pages 347 to 469 form an integral part of these financial statements1.
For footnotes, see page 346.

5,851

Retained
Earnings4,6
$m
120,347

128,728

Availablefor-sale
fair value
reserve
$m

Cash flow
hedging
reserve
$m

Foreign
exchange
reserve
$m

1,649

13

752

(1,577)
(1,577)

(128)

(128)

Merger
reserve6,7
$m

Total
shareholders
equity
$m

27,308

175,242

1,596
(187)
(141)

32

17,800
(3,747)
(1,718)
(128)
(458)

(78)

(71)
(1,372)

(71)
(1,294)

(1,577)

(128)

(1,294)

12,644

297
2,523
(9,510)
630
45

(121)

183,129

16,204
(3,560)
(1,577)
(128)
(490)

(1,294)

97

7,887

(6)

Total
equity
$m

(1,294)

25

Noncontrolling
interests
$m

(542)

27,308

181,871

1,409

(718)

10
8,588

14,053
297
2,523
(10,228)
630
55
190,459

Financial Statements (continued)

Other reserves
Other
equity
instruments
$m

Consolidated statement of changes in equity / HSBC Holdings balance sheet

Consolidated statement of changes in equity (continued)

HSBC Holdings balance sheet

249
2,771
43,910
4,073
125
472
96,264

150,194

147,864

2,152
19,853
2,278
960
1,642

15,895

2,892
18,679
1,169
1,009
1,398
17
17,255

42,780

42,419

9,842
12,421
15,020
37,907
32,224

9,609
11,918
11,476
37,456
34,986

Total equity

107,414

105,445

Total liabilities and equity at 31 December

150,194

147,864

Cash at bank and in hand:


balances with HSBC undertakings
Derivatives
Loans and advances to HSBC undertakings
Financial investments in HSBC undertakings
Prepayments, accrued income and other assets
Current tax assets
Investments in subsidiaries
Intangible assets
Deferred tax assets

16

21

Total assets at 31 December


Liabilities and equity
Liabilities
Amounts owed to HSBC undertakings
Financial liabilities designated at fair value
Derivatives
Debt securities in issue
Accruals, deferred income and other liabilities
Deferred tax liabilities
Subordinated liabilities

25
16
26

30

Total liabilities
Equity
Called up share capital
Share premium account
Other equity instruments
Other reserves
Retained earnings

35

The accompanying notes on pages 347 to 469 form an integral part of these financial statements1.
For footnote, see page 346.

Iain Mackay
Group Finance Director

Shareholder Information

Douglas Flint
Group Chairman

Financial Review

242
2,467
44,350
4,285
265
723
97,770
75
17

Assets

Corporate Governance

2014
$m

Financial Statements

2015
$m

Notes

Strategic Report

at 31 December 2015

HSBC HOLDINGS PLC

343

Financial Statements (continued)


HSBC Holdings statement of cash flows / HSBC Holdings statement of changes in equity

HSBC Holdings statement of cash flows


for the year ended 31 December 2015
2015
$m

2014
$m

4,282

6,228

114
543
(2,342)
470

52
1,854
(9,914)
133

3,067

(1,647)

Cash flows from investing activities


Net cash outflow from acquisition of or increase in stake of subsidiaries
Repayment of capital from subsidiaries
Net investment in intangible assets

(2,118)
790
(79)

(1,603)
3,505

Net cash generated from/(used in) investing activities

(1,407)

1,902

Cash flows from financing activities


Issue of ordinary share capital
Issue of other equity instruments
Subordinated loan capital issued
Subordinated loan capital repaid
Debt securities repaid
Dividends paid on ordinary shares
Dividends paid to holders of other equity instruments

678
3,538
3,180
(1,565)

(6,548)
(950)

924
5,635
3,500
(1,654)
(1,634)
(6,611)
(573)

Net cash used in financing activities

(1,667)

(413)

(7)

(158)

Notes
Cash flows from operating activities
Profit before tax
Adjustments for:
non-cash items included in profit before tax
change in operating assets
change in operating liabilities
tax received

36
36
36

Net cash generated from/(used in) operating activities

Net decrease in cash and cash equivalents


Cash and cash equivalents at 1 January
Cash and cash equivalents at 31 December

36

The accompanying notes on pages 347 to 469 form an integral part of these financial statements1.
For footnote, see page 346.

HSBC HOLDINGS PLC

344

249

407

242

249

HSBC Holdings statement of changes in equity

Total comprehensive income for the year


Shares issued under employee share plans
Shares issued in lieu of dividends and amounts
arising thereon
Capital securities issued
Dividends to shareholders
Tax credit on distributions
Own shares adjustment
Exercise and lapse of share options
Cost of share-based payment arrangements
Income taxes on share-based payments
Equity investments granted to employees of
subsidiaries under employee share plans

Total
shareholders
equity
$m

9,609

11,918

11,476

34,986

240

2,089

35,127

4,853

(57)
(77)
20

4,853
(57)
(77)
20

45

691

4,853
(59)

(57)

4,796
677

188

(188)

3,544

3,162

(10,660)
157
180
(508)
86
1

508

3,162
3,544
(10,660)
157
180

86
1

105,445

26

26

At 31 December 2015

9,842

12,421

15,020

32,224

183

2,597

35,127

107,414

At 1 January 2014

9,415

11,135

5,828

35,406

124

2,052

35,127

99,087

6,527

116
152
(36)

6,527
116
152
(36)

60

917

6,527
(53)

116

6,643
924

134

(134)

5,648

2,709

(9,893)
104
103
(37)
74
(2)

37

2,709
5,648
(9,893)
104
103

74
(2)

Profit for the year


Other comprehensive income (net of tax)
available-for-sale investments
income tax
Total comprehensive income for the year
Shares issued under employee share plans
Shares issued in lieu of dividends and amounts
arising thereon
Capital securities issued
Dividends to shareholders
Tax credit on distributions
Own shares adjustment
Exercise and lapse of share options
Cost of share-based payment arrangements
Income taxes on share-based payments
Equity investments granted to employees of
subsidiaries under employee share plans
At 31 December 2014

48

48

9,609

11,918

11,476

34,986

240

2,089

35,127

105,445

Dividends per ordinary share at 31 December 2015 were $0.50 (2014: $0.49; 2013: $0.48).

The accompanying notes on pages 347 to 469 form an integral part of these financial statements1.

Shareholder Information

For footnotes, see page 346.

Financial Review

Profit for the year


Other comprehensive income (net of tax)
available-for-sale investments
income tax

Share
premium
$m

Other
Merger
paid-in and other
9
capital
reserves7
$m
$m

Corporate Governance

At 1 January 2015

Called up
share
capital
$m

Retained
earnings8
$m

Availablefor-sale
fair value
reserve
$m

Financial Statements

Other reserves
Other
equity
instruments
$m

Strategic Report

for the year ended 31 December 2015

HSBC HOLDINGS PLC

345

Financial Statements (continued)


Footnotes

Footnotes to the Financial Statements


1 The audited sections of Risk on pages 101 to 226, the audited sections of Capital on pages 227 to 248 and the audited sections of
Directors Remuneration Report on pages 285 to 321 are also an integral part of these financial statements.
2 During 2015, HSBC Holdings issued $2,450m and 1,000 of Perpetual Subordinated Contingent Convertible Capital Securities, on which
there were $12m of external issuance costs, $25m of intra-group issuance costs and $19m of tax. In 2014, HSBC Holdings issued $2,250m,
$1,500m and 1,500m of Perpetual Subordinated Contingent Convertible Capital Securities, on which there were $13m of external issuance
costs and $33m of intra-group issuance costs.Under IFRSs these issuance costs and tax benefits are classified as equity.
3 Adjustment to bring changes between opening and closing balance sheet amounts to average rates. This is not done on a line-by-line basis,
as details cannot be determined without unreasonable expense.
4 Retained earnings include 81,580,180 ($1,604m) of own shares held within HSBCs Insurance business, retirement funds for the benefit of
policyholders or beneficiaries within employee trusts for the settlement of shares expected to be delivered under employee share schemes or
bonus plans, and the market-making activities in Markets (2014: 85,337,430 ($641m); 2013: 85,997,271 ($915m)).
5 At 31 December 2015, our operations in Brazil were classified as held for sale (see Note 23). The cumulative amount of other reserves
attributable to these operations were as follows: available-for-sale fair value reserve debit of $176m, cash flow hedging reserve credit of
$34m and foreign exchange reserve debit of $2.6bn.
6 Cumulative goodwill amounting to $5,138m has been charged against reserves in respect of acquisitions of subsidiaries prior to 1 January
1998, including $3,469m charged against the merger reserve arising on the acquisition of HSBC Bank plc. The balance of $1,669m has been
charged against retained earnings.
7 Statutory share premium relief under Section 131 of the Companies Act 1985 (the Act) was taken in respect of the acquisition of HSBC Bank
plc in 1992, HSBC France in 2000 and HSBC Finance Corporation in 2003 and the shares issued were recorded at their nominal value only. In
HSBCs consolidated financial statements the fair value differences of $8,290m in respect of HSBC France and $12,768m in respect of HSBC
Finance Corporation were recognised in the merger reserve. The merger reserve created on the acquisition of HSBC Finance Corporation
subsequently became attached to HSBC Overseas Holdings (UK) Limited (HOHU), following a number of intra-group reorganisations.
During 2009, pursuant to Section 131 of the Companies Act 1985, statutory share premium relief was taken in respect of the rights issue and
$15,796m was recognised in the merger reserve. The merger reserve includes the deduction of $614m in respect of costs relating to the
rights issue, of which $149m was subsequently transferred to the income statement. Of this $149m, $121m was a loss arising from
accounting for the agreement with the underwriters as a contingent forward contract. The merger reserve excludes the loss of $344m on a
forward foreign exchange contract associated with hedging the proceeds of the rights issue.
8 Retained earnings include 67,881 ($1m) (2014: 179,419 ($3m)) of own shares held to fund employee share plans.
9 Other paid-in capital arises from the exercise and lapse of share options granted to employees of HSBC Holdings subsidiaries.

HSBC HOLDINGS PLC

346

Notes on the Financial Statements


1 Basis of preparation and significant accounting policies

Basis of preparation and significant accounting policies

International Financial Reporting Standards (IFRSs) comprise accounting standards issued or adopted by the International
Accounting Standards Board (IASB) and interpretations issued or adopted by the IFRS Interpretations Committee (IFRS IC).
The consolidated financial statements of HSBC and the separate financial statements of HSBC Holdings have been prepared in
accordance with IFRSs as issued by the IASB and as endorsed by the European Union (EU). EU-endorsed IFRSs could differ
from IFRSs as issued by the IASB if, at any point in time, new or amended IFRSs were not to be endorsed by the EU.
At 31 December 2015, there were no unendorsed standards effective for the year ended 31 December 2015 affecting these
consolidated and separate financial statements, and there was no difference between IFRSs endorsed by the EU and IFRSs
issued by the IASB in terms of their application to HSBC. Accordingly, HSBCs financial statements for the year ended 31
December 2015 are prepared in accordance with IFRSs as issued by the IASB.

Strategic Report

(a) Compliance with International Financial Reporting Standards

There were no new standards applied during the year ended 31 December 2015.
During 2015, HSBC adopted a number of interpretations and amendments to standards which had an insignificant effect on
the consolidated financial statements of HSBC and the separate financial statements of HSBC Holdings.
(b) Differences between IFRSs and Hong Kong Financial Reporting Standards
There are no significant differences between IFRSs and Hong Kong Financial Reporting Standards in terms of their application
to HSBC and consequently there would be no significant differences had the financial statements been prepared in accordance
with Hong Kong Financial Reporting Standards. The Notes on the Financial Statements, taken together with the Report of the
Directors, include the aggregate of all disclosures necessary to satisfy IFRSs and Hong Kong reporting requirements.

Financial Review

Standards adopted during the year ended 31 December 2015

In addition to completing its projects on financial instrument accounting, revenue recognition and leasing, discussed below,
the IASB is working on a project on insurance accounting which could represent significant changes to accounting
requirements in the future.
Minor amendments to IFRSs
The IASB has published a number of minor amendments to IFRSs through the Annual Improvements to IFRSs 20122014 cycle
and in a series of stand-alone amendments, one of which has not yet been endorsed for use in the EU. HSBC has not early
applied any of the amendments effective after 31 December 2015 and it expects they will have an insignificant effect, when
applied, on the consolidated financial statements of HSBC and the separate financial statements of HSBC Holdings.

Corporate Governance

(c) Future accounting developments

Major new IFRSs

In July 2014, the IASB issued IFRS 9 Financial Instruments, which is the comprehensive standard to replace IAS 39 Financial
Instruments: Recognition and Measurement, and includes requirements for classification and measurement of financial assets
and liabilities, impairment of financial assets and hedge accounting.
Classification and measurement
The classification and measurement of financial assets will depend on how these are managed (the entitys business model)
and their contractual cash flow characteristics. These factors determine whether the financial assets are measured at
amortised cost, fair value through other comprehensive income (FVOCI) or fair value through profit or loss (FVPL). In many
instances, the classification and measurement outcomes will be similar to IAS 39, although differences will arise. For example,
under IFRS 9, embedded derivatives are not separated from host financial assets and equity securities are measured at FVPL
or, in limited circumstances, fair value movements will be shown in OCI. The combined effect of the application of the business
model and the contractual cash flow characteristics tests may result in some differences in the population of financial assets
measured at amortised cost or fair value compared with IAS 39. The classification of financial liabilities is essentially unchanged.
For certain liabilities measured at fair value, gains or losses relating to changes in the entitys own credit risk are to be included
in other comprehensive income.
HSBC conducted an assessment of potential classification and measurement changes to financial assets based on the
composition of the balance sheet as at 31 December 2014. This may not be fully representative of the impact as at 1 January
2018 because IFRS 9 requires that business models be assessed based on the facts and circumstances from the date of initial
application. In addition, the contractual terms and conditions of the financial assets assessed as at 31 December 2014 may
not reflect the contractual terms and conditions of HSBCs financial assets at transition. However, based on the assessment
HSBC HOLDINGS PLC

347

Shareholder Information

IFRS 9 Financial Instruments

Financial Statements

The IASB has published IFRS 9 Financial Instruments, IFRS 15 Revenue from Contracts with Customers and IFRS 16 Leases.
None of these IFRSs have yet been endorsed for use in the EU.

Notes on the Financial Statements (continued)


1 Basis of preparation and significant accounting policies

of financial assets as at 31 December 2014 and expectations around changes to balance sheet composition, HSBC expects that
generally:
loans and advances to banks and to customers and non-trading reverse repurchase agreements that are classified as loans
and receivables under IAS 39 will be measured at amortised cost under IFRS 9;
financial assets designated at FVPL will remain at FVPL, because it is required under IFRS 9 or designation will continue;
debt securities classified as available for sale will primarily be measured at amortised cost or FVOCI, with a small minority
at FVPL either because of their contractual cash flow characteristics or the business model within which they are held;
debt securities classified as held to maturity will be measured at amortised cost;
Treasury and other eligible bills classified as available for sale will be measured at amortised cost or FVOCI depending upon
the business model in which they are held; and
all equity securities will remain measured at fair value. A significant majority will have fair value movements shown in profit
or loss, while a minority will have fair value movements presented in other comprehensive income. The equity securities
for which fair value movements will be shown in other comprehensive income are business facilitation and other similar
investments where HSBC holds the investments other than to generate a capital return.
Impairment
The impairment requirements apply to financial assets measured at amortised cost and FVOCI, and lease receivables and
certain loan commitments and financial guarantee contracts. At initial recognition, allowance (or provision in the case of
commitments and guarantees) is required for expected credit losses (ECL) resulting from default events that are possible
within the next 12 months (12-month ECL). In the event of a significant increase in credit risk, allowance (or provision) is
required for ECL resulting from all possible default events over the expected life of the financial instrument (lifetime ECL).
Financial assets where 12-month ECL is recognised are considered to be stage 1; financial assets which are considered to have
experienced a significant increase in credit risk are in stage 2; and financial assets for which there is objective evidence of
impairment so are considered to be in default or otherwise credit impaired are in stage 3.
The assessment of whether credit risk has increased significantly since initial recognition is performed for each reporting period
by considering the change in the risk of default occurring over the remaining life of the financial instrument, rather than by
considering an increase in ECL.
The assessment of credit risk and the estimation of ECL are required to be unbiased and probability-weighted, and should
incorporate all available information which is relevant to the assessment including information about past events, current
conditions and reasonable and supportable forecasts of economic conditions at the reporting date. In addition, the estimation
of ECL should take into account the time value of money. As a result, the recognition and measurement of impairment is
intended to be more forward-looking than under IAS 39 and the resulting impairment charge will tend to be more volatile. It
will also tend to result in an increase in the total level of impairment allowances, since all financial assets will be assessed for at
least 12-month ECL and the population of financial assets to which lifetime ECL applies is likely to be larger than the population
for which there is objective evidence of impairment in accordance with IAS 39.
Hedge accounting
The general hedge accounting requirements aim to simplify hedge accounting, creating a stronger link with risk management
strategy and permitting hedge accounting to be applied to a greater variety of hedging instruments and risks. The standard
does not explicitly address macro hedge accounting strategies, which are being considered in a separate project. To remove the
risk of any conflict between existing macro hedge accounting practice and the new general hedge accounting requirements,
IFRS 9 includes an accounting policy choice to remain with IAS 39 hedge accounting.
Based on the analysis performed to date, HSBC expects to exercise the accounting policy choice to continue IAS 39 hedge
accounting and therefore is not currently planning to change hedge accounting, although it will implement the revised hedge
accounting disclosures required by the related amendments to IFRS 7 Financial Instruments: Disclosures.
Transition
The classification and measurement and impairment requirements are applied retrospectively by adjusting the opening
balance sheet at the date of initial application, with no requirement to restate comparative periods.
The mandatory application date for the standard as a whole is 1 January 2018, but it is possible to apply the revised presentation
for certain liabilities measured at fair value from an earlier date. HSBC intends to revise the presentation of fair value gains
and losses relating to the entitys own credit risk on certain liabilities as soon as permitted by EU law. If this presentation
was applied at 31 December 2015, the effect would be to decrease profit before tax with the opposite effect on other
comprehensive income based on the change in fair value attributable to changes in HSBCs credit risk for the year, with no
effect on net assets. Further information on the change in fair value attributable to changes in credit risk, including HSBCs
credit risk, is disclosed in Note 25.

HSBC HOLDINGS PLC

348

Within HSBC, a joint Global Risk and Global Finance IFRS 9 Implementation Programme (the Programme) has been set up to
prepare for implementation of IFRS 9 since 2012 and significant preparatory and design work has taken place. The Programme
is sponsored by the Group Chief Risk Officer and Group Finance Director. A Steering Committee comprising senior management
from Risk, Finance and HSBC Operations, Services and Technology has been established. In common with all significant change
programmes in HSBC, the Programme is managed according to the Groups business transformation framework. Delivery of
the required changes will be undertaken by individual workstreams, with Global Risk leading the work to calculate impairments
and Global Finance leading the development of financial reporting systems and processes. Significant legal entities in the
Group have established steering committees to manage implementation locally, within this global framework. Global
businesses have been engaged but are not themselves responsible for the implementation activity.
To date, the Programme has been directed towards preliminary impact analysis, documenting Group accounting policy,
developing the operating and system target operating models and developing risk modelling methodologies for the calculation
of impairment. In addition, an impact assessment of the classification and measurement requirements was performed during
2015. The Programmes focus is now on the impairment models and processes which need to be developed by the end of
2016 as HSBC intends to perform a parallel run during 2017 to gain a better understanding of the potential effect of the new
standard. The Programme has a defined governance framework to operate over the impairment process once it becomes live.
The framework includes dedicated committees to review, challenge and sign off the assumptions used and the results in each
significant legal entity, and second-line assurance capabilities for each key step in the process. An expert panel will be
established to govern the setting of forward-looking economic assumptions used in the process. Governance over the
impairment process is the responsibility of the Global Risk and Global Finance functions, operating within each member
company of the Group. Global businesses are consulted but are not granted decision making power.

Financial Review

IFRS 9 implementation programme

Strategic Report

HSBC is assessing the impact that the financial asset classification and impairment requirements will have on the financial
statements.

Comparison of IAS 39 accounting policies with IFRS 9


The accounting policies and critical accounting estimates and judgements for the impairment of loans and advances and
available-for-sale financial assets (in accordance with IAS 39 Financial Instruments) are set out in Note 1(j). Their equivalents
for financial assets at amortised cost and at FVOCI (in accordance with IFRS 9) are being developed, but the following similarities
and differences are likely to be important to understanding the potential effect of the change in accounting policy resulting
from the implementation of IFRS 9 Financial Instruments:
Amortised cost
The accounting policies in accordance with IAS 39 generally make a distinction between individually significant loans and
homogeneous groups of loans which are assessed collectively. This distinction has less relevance in developing IFRS 9
accounting policies. However, under IFRS 9, whether the loans are managed through wholesale credit risk systems or retail
credit risk systems becomes the more relevant distinction because of differences in the types of information available and the
way credit risk is managed.

Financial Statements

Until sufficient models have been developed and tested, HSBC will not have a reliable understanding of the potential impact
on its financial statements and any consequential effects on regulatory capital requirements. In the absence of information on
whether there will be any changes to the regulatory requirements, assumptions will have to be made about how the existing
regulatory requirements will be interpreted when IFRS 9 is adopted. For example, the relationship between specific and
general credit risk adjustments in accordance with Basel requirements and the IFRS 9 stages is unclear. The Basel Committee
is considering the implications of the new accounting requirements for existing regulatory requirements.

Corporate Governance

HSBC intends to quantify the potential impact of IFRS 9 once it is practicable to provide reliable estimates, which will be no
later than in the Annual Report and Accounts 2017.

Financial assets will be included in stage 3 when there is objective evidence that the loan is credit impaired. The objective
evidence that is used is the same as the criteria used by HSBC to determine whether an individually significant loan is impaired
in accordance with IAS 39 and is set out on page 355. Therefore, the population included in stage 3 is expected to be
consistent with impaired loans under IAS 39 which are considered individually significant.
For wholesale loans, individual discounted cash flow calculations will continue to be performed and impairment losses
determined as set out on page 355. Changes may be made to these calculations to ensure the measurement requirements of
IFRS 9 are met. For example, the net realisable value of security will be adjusted for expected future changes in market prices.
In accordance with IAS 39, statistical methods are used to determine impairment losses on a collective basis for homogeneous
groups of loans that are not considered individually significant using either roll rate methodologies or historical loss rate
experience for loans. Under these methodologies, impairment allowances are recognised at a portfolio level. However, loans
are classified as impaired for presentation purposes when they are more than 90 days past due or have been renegotiated for

HSBC HOLDINGS PLC

349

Shareholder Information

Stage 3

Notes on the Financial Statements (continued)


1 Basis of preparation and significant accounting policies

credit risk reasons. For retail loans, an exception is made for individual loans that are in arrears by more than 90 days but have
been individually assessed to have no indications of impairment, and these are not classified as impaired. Under IFRS 9, HSBC
expects to determine stage 3 for these populations by considering the relevant objective evidence, primarily whether contractual
payments of either principal or interest are past due for more than 90 days, or a concession has been granted to the borrower
for economic or legal reasons relating to the borrowers financial condition, or the loan is otherwise considered to be in default.
HSBC does not expect to rebut the presumption in IFRS 9 that loans which are 90 days past due are in default for retail loans,
even where regulatory rules permit default to be defined based on 180 days past due. The impairment allowance is expected
to be determined by the same calculation used for stage 2, with the probability of default set to 1. The result may, therefore,
not be the same as that determined by the current statistical methods and the population disclosed as stage 3 will not
necessarily correspond with that disclosed as impaired in accordance with IAS 39.
Except for retail portfolios with regulatory default definitions of 180 days, HSBCs intention is to align the definition of default
with the regulatory definition as far as possible and for stage 3 to represent all loans which are considered defaulted or
otherwise credit impaired.
The policy on the write-off of loans and advances included on page 357 is expected to remain unchanged.
As described on page 197, the contractual terms of a loan may be modified for a number of reasons, which include
forbearance. Only some of the forbearance strategies result in loans being renegotiated. For such modifications, the current
treatment as described on pages 197-198 and 357 will remain the same under IFRS 9, except for new loans recognised
as a result of the original loan being derecognised following a renegotiation. These loans will be classified as originated creditimpaired and will retain this classification until derecognition. For all other modifications, the general policy on derecognition
as described on page 401 will apply.
Other than originated credit-impaired loans, all other modified loans could be transferred out of stage 3 if they no longer
exhibit any evidence of being credit impaired or, in the case of renegotiated loans, there is sufficient evidence to demonstrate
a significant reduction in the risk of non-payment of future cash flows and there are no other indicators of impairment, as
described on page 198. These loans could be transferred to stages 1 or 2 based on the mechanism as described below by
comparing the risk of a default occurring at the reporting date (based on the modified contractual terms) and the risk of a
default occurring at initial recognition (based on the original, unmodified contractual terms). Any amount written off as a
result of the modification of contractual terms would not be reversed.
Stage 2
In accordance with IFRS 9, financial assets are considered to be in stage 2 when their credit risk has increased significantly
since initial recognition so it is appropriate to recognise lifetime ECL. Since this is not a concept in IAS 39, it is likely to result
in increased allowance as the result of the recognition of lifetime ECL for populations that are not considered to be credit
impaired.
The analysis of credit risk is multifactor and the determination of whether a specific factor is relevant and its weight compared
with other factors will depend on the type of product, the characteristics of the financial instrument and the borrower, and the
geographical region. Therefore, it is not possible to provide a single set of criteria that will determine what is considered to
be a significant increase in credit risk. Since the concept is relative and significance in part depends on the credit risk at initial
recognition, credit quality disclosures that report credit grades as at the balance sheet date may not reflect the populations
in stage 2 or those that are at risk of moving to stage 2.
For wholesale portfolios and significant retail portfolios, HSBC intends to consider whether credit risk has increased significantly
since initial recognition using a combination of individual and collective information, and will reflect the increase in credit risk
at the individual loan level to the extent practicable.
The main factor that will be considered is a lifetime probability of default (PD) or a 12-month PD where this provides a
reasonable approximation of changes in the lifetime risk of default, adjusted to be consistent with the current economic
conditions and the expected future economic conditions which are expected to affect credit risk. The PD will be derived from
the customer risk rating for wholesale portfolios and from the credit scores for retail portfolios. The PD for wholesale is
determined on an obligor level and for retail at the level of the individual facility. In situations where a 12-month PD would not
be appropriate, for example, where the financial instrument only has significant payment obligations beyond the next 12
months, additional factors will be considered or adjustments made to ensure that the lifetime credit risk is appropriately
considered.
The PDs will also be adjusted to incorporate the effect of economic assumptions, such as interest rates, unemployment rates
and GDP forecasts that can be statistically related to changes in PD which have an impact beyond the next 12 months. These
statistical relationships are expected to be established through the processes developed for stress testing. In addition, other
relevant factors which may not be adequately reflected in the information used to derive PDs, including past due status and
whether the financial asset is subject to additional monitoring through the watch list process for wholesale portfolios, will be
taken into account.
HSBC is in the process of calibrating and testing the thresholds or magnitude of change required and mechanisms for transfer
from stage 1 to stage 2 (and vice versa) across different portfolios so it is not possible to provide further detail at this time. The

HSBC HOLDINGS PLC

350

ECLs are calculated using three main components, i.e. a probability of default (PD), a loss given default (LGD) and the
exposure at default (EAD). For accounting purposes, the 12-month and lifetime PDs represent the probability of a default
occurring over the next 12 months or the lifetime of the financial instruments, respectively, based on conditions existing at
the balance sheet date and future economic conditions that affect credit risk. The LGD represents losses expected on default,
taking into account the mitigating effect of collateral, its expected value when realised and the time value of money. The EAD
represents the expected balance at default, taking into account the repayment of principal and interest from the balance sheet
date to the default event together with any expected drawdown of a committed facility.
12-month ECL is calculated by multiplying the 12-month PD, LGD and EAD. Lifetime ECL is calculated using the lifetime PD
rather than the 12-month PD.
Credit loss modelling techniques
HSBC plans to base the ECL calculations on the systems used to calculate Basel expected losses (ELs). This is considered to
be most efficient given the similarities in the calculations. However, certain adjustments need to be made to the Basel risk
components (PD, LGD, and EAD) to meet IFRS 9 requirements.
For wholesale portfolios and material residential mortgage and fixed-term loan portfolios, ECL will be calculated at the
individual loan level. The main adjustments necessary to Basel risk components are explained in the table below:
Model

Regulatory capital

IFRS 9

PD

Through the cycle (represents long-run average


PD throughout a full economic cycle)
The definition of default includes a backstop
of 90+ days past due, although this has been
modified to 180+ days past due for some
portfolios, particularly UK and US mortgages

Point in time (based on current conditions, adjusted


to take into account estimates of future conditions that
will impact PD)
Default backstop of 90+ days past due for all portfolios

EAD

Cannot be lower than current balance

Amortisation captured for term products

LGD

Downturn LGD (consistent losses expected to be


suffered during a severe but plausible economic
downturn)
Regulatory floors may apply to mitigate risk of
underestimating downturn LGD due to lack of
historical data
Discounted using cost of capital
All collection costs included

Expected LGD (based on estimate of loss given default


including the expected impact of future economic
conditions such as changes in value of collateral)
No floors
Discounted using the original effective interest rate of
the loan
Only costs associated with obtaining/selling collateral
included
Discounted back from point of default to balance sheet
date

Other

IFRS 9 PD and LGD estimates also have to be flexed to capture the effects of forward-looking macroeconomic variables. The
aim is to use existing stress testing models to measure these effects. Transferring between stages will be applied at individual
loan level and will also capture the effects of forward-looking macroeconomic variables.
For material non-term retail loans, transfer between stages will also be applied at individual loan level. However, loans will be
aggregated into segments based on PD or other risk drivers for the purpose of ECL measurement, to make the calculations
HSBC HOLDINGS PLC

351

Strategic Report
Financial Review

Methodologies applied to measure 12-month and lifetime expected credit losses

Corporate Governance

In accordance with IAS 39 (see page 356), incurred but not yet identified impairment is recognised on individually assessed
loans for which no evidence of impairment has been specifically identified by estimating a collective allowance determined
after taking into account factors including the estimated period between impairment occurring and the loss being identified.
This is assessed empirically on a periodic basis and may vary over time. Similarly, for homogeneous groups of loans and
advances which are assessed under IAS 39 on a collective basis, the inherent loss is determined using risk factors including the
period of time between loss identification and write-off which is regularly benchmarked against actual outcomes. Under IFRS
9, financial assets which are not considered to have significantly increased in credit risk have loss allowances measured at an
amount equal to 12 months ECL. This 12-month time horizon is likely to be equal to or longer than the period estimated under
IAS 39 (typically between 6 and 12 months), which will tend to result in IFRS 9 allowances being larger. In the absence of
models able to calculate IFRS 9 allowances, it is not possible to estimate the difference.

Financial Statements

Stage 1

Shareholder Information

aim is to establish the points where the change in credit risk is considered meaningful in risk management terms and to test
these points against subsequent stage movements and defaults. Where less sophisticated default metrics are used or credit
scores are not available, as tends to apply with the less significant retail portfolios, a consistent but simplified approach is
expected to be used. In particular, for any retail portfolio, days past due will be considered in determining loans transferred to
stage 2 and the more significant portfolios will supplement this information with additional mechanisms linked to PDs. HSBC
expects to finalise the transfer criteria for the more significant portfolios during 2016.

Notes on the Financial Statements (continued)


1 Basis of preparation and significant accounting policies

more efficient. For smaller portfolios where less information is available, simplified approaches will be applied which will result
in more aggregated transfers between stages and ECL calculation. Such aggregation will affect the granularity of disclosure.
A new global committee, supported by Global Risk Strategy, internal economics experts and external economic forecasting
services, will be established to consider and approve the forward-looking macroeconomic assumptions that should be applied,
with the objective of developing unbiased internally coherent economic scenarios for each jurisdiction. This committee will
also be charged with ensuring that ECL allowance meets the IFRS 9 measurement principle for unbiased and probabilityweighted amounts derived by evaluating a range of possible outcomes. The calculation methodologies to meet this principle
and review and challenge structures are in the process of being developed. In addition, local risk committees will review and
challenge the impairment allowances recognised in the individual legal entitys financial statements.
Fair value through other comprehensive income
For financial assets measured at FVOCI, impairment determined in accordance with the policies and processes outlined above
is recognised in profit or loss. The financial assets are recognised on the balance sheet at fair value so the amortised cost
impairment allowance balance is disclosed as a memorandum item.
IFRS 15 Revenue from Contracts with Customers
In May 2014, the IASB issued IFRS 15 Revenue from Contracts with Customers. The original effective date of IFRS 15 has been
delayed by one year and the standard is now effective for annual periods beginning on or after 1 January 2018 with early
application permitted. IFRS 15 provides a principles-based approach for revenue recognition, and introduces the concept of
recognising revenue for obligations as they are satisfied. The standard should be applied retrospectively, with certain practical
expedients available. HSBC has assessed the impact of IFRS 15 and it expects that the standard will have no significant effect,
when applied, on the consolidated financial statements of HSBC and the separate financial statements of HSBC Holdings.
IFRS 16 Leases
In January 2016, the IASB issued IFRS 16 Leases with an effective date of annual periods beginning on or after 1 January 2019.
IFRS 16 results in lessees accounting for most leases within the scope of the standard in a manner similar to the way in
which finance leases are currently accounted for under IAS 17 Leases. Lessees will recognise a right of use asset and a
corresponding financial liability on the balance sheet. The asset will be amortised over the length of the lease and the financial
liability measured at amortised cost. Lessor accounting remains substantially the same as in IAS 17. HSBC is currently assessing
the impact of IFRS 16 and it is not practicable to quantify the effect as at the date of the publication of these financial
statements.
(d) Presentation of information
Disclosures under IFRS 4 Insurance Contracts and IFRS 7 Financial Instruments: Disclosures concerning the nature and extent
of risks relating to insurance contracts and financial instruments are included in the audited sections of the Report of the
Directors: Risk on pages 101 to 226.
Capital disclosures under IAS 1 Presentation of Financial Statements are included in the audited sections of Report of
the Directors: Capital on pages 227 to 248.
Disclosures relating to HSBCs securitisation activities and structured products are included in the audited section of Report
of the Directors: Risk on pages 101 to 226.
In accordance with HSBCs policy to provide disclosures that help investors and other stakeholders understand the Groups
performance, financial position and changes thereto, the information provided in the Notes on the Financial Statements and
the Report of the Directors goes beyond the minimum levels required by accounting standards, statutory and regulatory
requirements and listing rules. In particular, HSBC provides additional disclosures having regard to the recommendations of
the Enhanced Disclosures Task Force report Enhancing the Risk Disclosures of Banks issued in October 2012 and Impact of
Expected Credit Loss Approaches on Bank Risk Disclosures issued in December 2015. The report aims to help financial
institutions identify areas that investors had highlighted as needing better and more transparent information about banks
risks, and how these risks relate to performance measurement and reporting. In addition, HSBC follows the British Bankers
Association Code for Financial Reporting Disclosure (the BBA Code). The BBA Code aims to increase the quality and
comparability of UK banks disclosures and sets out five disclosure principles together with supporting guidance. In line with
the principles of the BBA Code, HSBC assesses good practice recommendations issued from time to time by relevant regulators
and standard setters and will assess the applicability and relevance of such guidance, enhancing disclosures where
appropriate.
In publishing the parent company financial statements together with the Group financial statements, HSBC Holdings has taken
advantage of the exemption in section 408(3) of the Companies Act 2006 not to present its individual income statement and
related notes.
HSBCs consolidated financial statements are presented in US dollars because the US dollar and currencies linked to it form the
major currency bloc in which HSBC transacts and funds its business. The US dollar is also HSBC Holdings functional currency
because the US dollar and currencies linked to it are the most significant currencies relevant to the underlying transactions,

HSBC HOLDINGS PLC

352

(e) Critical accounting estimates and judgements


The preparation of financial information requires the use of estimates and judgements about future conditions. In view of the
inherent uncertainties and the high level of subjectivity involved in the recognition or measurement of items listed below, it is
possible that the outcomes in the next financial year could differ from those on which managements estimates are based,
resulting in materially different conclusions from those reached by management for the purposes of the 2015 Financial
Statements. Managements selection of HSBCs accounting policies which contain critical estimates and judgements is listed
below; it reflects the materiality of the items to which the policies are applied and the high degree of judgement and
estimation uncertainty involved:

Strategic Report

events and conditions of its subsidiaries, as well as representing a significant proportion of its funds generated from financing
activities.

Impairment of loans and advances: Note 1(j);


Deferred tax assets: Note 8;

Provisions: Note 29.


(f) Going concern
The financial statements are prepared on a going concern basis, as the Directors are satisfied that the Group and parent
company have the resources to continue in business for the foreseeable future. In making this assessment, the Directors have
considered a wide range of information relating to present and future conditions, including future projections of profitability,
cash flows and capital resources.
(g) Consolidation and related disclosures
HSBC controls and consequently consolidates an entity when it is exposed, or has rights, to variable returns from its
involvement with the entity and has the ability to affect those returns through its power over the entity. Control is initially
assessed based on consideration of all facts and circumstances, and is subsequently reassessed when there are significant
changes to the initial setup.
Where an entity is governed by voting rights, HSBC would consolidate when it holds, directly or indirectly, the necessary voting
rights to pass resolutions by the governing body. In all other cases, the assessment of control is more complex and requires
judgement of other factors, including having exposure to variability of returns, power over relevant activities or holding the
power as agent or principal.
Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured at the fair
value of the consideration, including contingent consideration, given at the date of exchange. Acquisition-related costs are
recognised as an expense in the income statement in the period in which they are incurred. The acquired identifiable assets,
liabilities and contingent liabilities are generally measured at their fair values at the date of acquisition. Goodwill is measured
as the excess of the aggregate of the consideration transferred, the amount of non-controlling interest and the fair value
of HSBCs previously held equity interest, if any, over the net of the amounts of the identifiable assets acquired and the
liabilities assumed. The amount of non-controlling interest is measured either at fair value or at the non-controlling interests
proportionate share of the acquirees identifiable net assets. For acquisitions achieved in stages, the previously held equity
interest is remeasured at the acquisition-date fair value with the resulting gain or loss recognised in the income statement.
All intra-HSBC transactions are eliminated on consolidation.
The consolidated financial statements of HSBC also include the attributable share of the results and reserves of joint ventures
and associates, based on either financial statements made up to 31 December or pro-rated amounts adjusted for any material
transactions or events occurring between the date of financial statements available and 31 December.

Corporate Governance

Goodwill impairment: Note 20;

Financial Statements

Impairment of interests in associates: Note 19;

Financial Review

Valuation of financial instruments: Note 13;

Transactions in foreign currencies are recorded in the functional currency at the rate of exchange prevailing on the date of the
transaction. Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at
the rate of exchange at the balance sheet date. Any resulting exchange differences are included in the income statement.
Non-monetary assets and liabilities that are measured at historical cost in a foreign currency are translated into the functional
currency using the rate of exchange at the date of the initial transaction. Non-monetary assets and liabilities measured at fair
value in a foreign currency are translated into the functional currency using the rate of exchange at the date the fair value
was determined. Any foreign exchange component of a gain or loss on a non-monetary item is recognised either in other
comprehensive income or in the income statement depending on where the gain or loss on the underlying non-monetary item
is recognised.

HSBC HOLDINGS PLC

353

Shareholder Information

(h) Foreign currencies

Notes on the Financial Statements (continued)


1 Basis of preparation and significant accounting policies

In the consolidated financial statements, the assets and liabilities of branches, subsidiaries, joint ventures and associates whose
functional currency is not US dollars are translated into the Groups presentation currency at the rate of exchange at the
balance sheet date, while their results are translated into US dollars at the average rates of exchange for the reporting period.
Exchange differences arising from the retranslation of opening foreign currency net assets, and the retranslation of the results
for the reporting period from the average rate to the exchange rate at the period end, are recognised in other comprehensive
income. Exchange differences on a monetary item that is part of a net investment in a foreign operation are recognised in the
income statement of the separate financial statements and in other comprehensive income in consolidated financial
statements. On disposal of a foreign operation, exchange differences previously recognised in other comprehensive income are
reclassified to the income statement as a reclassification adjustment.
(i) Loans and advances to banks and customers
These include loans and advances originated by HSBC, not classified as held for trading or designated at fair value. They are
recognised when cash is advanced to a borrower and are derecognised when either the borrower repays its obligations or the
loans are sold or substantially all the risks and rewards of ownership are transferred. They are initially recorded at fair value
plus any directly attributable transaction costs and are subsequently measured at amortised cost using the effective interest
method, less impairment allowance.
Loans and advances are reclassified to Assets held for sale when they meet the criteria presented in Note 23, though their
measurement remains in accordance with this policy.
HSBC may commit to underwrite loans on fixed contractual terms for specified periods of time. When the loan arising from the
lending commitment is expected to be held for trading, the commitment to lend is recorded as a derivative. On drawdown, the
loan is classified as held for trading. When HSBC intends to hold the loan, a provision on the loan commitment is only recorded
where it is probable that HSBC will incur a loss. On inception, the loan to be held is recorded at its fair value and subsequently
measured at amortised cost. For certain transactions, such as leveraged finance and syndicated lending activities, the cash
advanced may not be the best evidence of the fair value of the loan. For these loans, where the initial fair value is lower than
the cash amount advanced, the difference is charged to the income statement in other operating income. The write-down is
recovered over the life of the loan through the recognition of interest income, unless the loan becomes impaired.
(j) Impairment of loans and advances and available-for-sale financial assets
Critical accounting estimates and judgements
Impairment of loans and advances
Loan impairment allowances represent managements best estimate of losses incurred in the loan portfolios at the balance sheet date.
Management is required to exercise judgement in making assumptions and estimates when calculating loan impairment allowances on
both individually and collectively assessed loans and advances. See the Movement in impairment allowances by industry sector and by
geographical region table on page 134 for a breakdown of individual and collective impairment allowances.
Collective impairment allowances are subject to estimation uncertainty, in part because it is not practicable to identify losses on an individual
loan basis due to the large number of individually insignificant loans in the portfolio. The estimation methods include the use of statistical
analyses of historical information, supplemented with significant management judgement, to assess whether current economic and credit
conditions are such that the actual level of incurred losses is likely to be greater or less than historical experience.
Where changes in economic, regulatory or behavioural conditions result in the most recent trends in portfolio risk factors being not fully
reflected in the statistical models, risk factors are taken into account by adjusting the impairment allowances derived solely from historical
loss experience.
Risk factors include loan portfolio growth, product mix, unemployment rates, bankruptcy trends, geographical concentrations, loan product
features, economic conditions such as national and local trends in housing markets, the level of interest rates, portfolio seasoning, account
management policies and practices, changes in laws and regulations and other influences on customer payment patterns. Different factors
are applied in different regions and countries to reflect local economic conditions, laws and regulations. The methodology and the
assumptions used in calculating impairment losses are reviewed regularly in the light of differences between loss estimates and actual loss
experience. For example, roll rates, loss rates and the expected timing of future recoveries are regularly benchmarked against actual
outcomes to ensure they remain appropriate.
For individually assessed loans, judgement is required in determining whether there is objective evidence that a loss event has occurred and,
if so, the measurement of the impairment allowance. In determining whether there is objective evidence that a loss event has occurred,
judgement is exercised in evaluating all relevant information on indicators of impairment, including the consideration of whether payments
are contractually past-due and the consideration of other factors indicating deterioration in the financial condition and outlook of borrowers
affecting their ability to pay. A higher level of judgement is required for loans to borrowers showing signs of financial difficulty in market
sectors experiencing economic stress, particularly where the likelihood of repayment is affected by the prospects for refinancing or the sale
of a specified asset. For those loans where objective evidence of impairment exists, management determine the size of the allowance
required based on a range of factors such as the realisable value of security, the likely dividend available on liquidation or bankruptcy, the
viability of the customers business model and the capacity to trade successfully out of financial difficulties and generate sufficient cash flow
to service debt obligations.
HSBC might provide loan forbearance to borrowers experiencing financial difficulties by agreeing to modify the contractual payment terms of
loans in order to improve the management of customer relationships, maximise collection opportunities or avoid default or repossession.
Where forbearance activities are significant, higher levels of judgement and estimation uncertainty are involved in determining their effects
on loan impairment allowances. Judgements are involved in differentiating the credit risk characteristics of forbearance cases, including

HSBC HOLDINGS PLC

354

Impairment of loans and advances

Strategic Report

those which return to performing status following renegotiation. Where collectively assessed loan portfolios include significant levels of loan
forbearance, portfolios are segmented to reflect the different credit risk characteristics of forbearance cases, and estimates are made of the
incurred losses inherent within each forbearance portfolio segment. Forbearance activities take place in both retail and wholesale loan
portfolios, but our largest concentration is in the US, in HSBC Finances CML portfolio.
The exercise of judgement requires the use of assumptions which are highly subjective and very sensitive to the risk factors, in particular
to changes in economic and credit conditions across a large number of geographical areas. Many of the factors have a high degree of
interdependency and there is no single factor to which our loan impairment allowances as a whole are sensitive.

Losses for impaired loans are recognised when there is objective evidence that impairment of a loan or portfolio of loans has
occurred. Impairment allowances that are calculated on individual loans or on groups of loans assessed collectively are
recorded as charges to the income statement and are recorded against the carrying amount of impaired loans on the balance
sheet. Losses which may arise from future events are not recognised.

The factors considered in determining whether a loan is individually significant for the purposes of assessing impairment
include the size of the loan, the number of loans in the portfolio, the importance of the individual loan relationship and how
this is managed. Loans that are determined to be individually significant based on the above and other relevant factors will be
individually assessed for impairment, except when volumes of defaults and losses are sufficient to justify treatment under a
collective methodology.
Loans considered as individually significant are typically to corporate and commercial customers, are for larger amounts and
are managed on an individual basis. For these loans, HSBC considers on a case-by-case basis at each balance sheet date
whether there is any objective evidence that a loan is impaired. The criteria used to make this assessment include:

Financial Review

Individually assessed loans and advances

known cash flow difficulties experienced by the borrower;


the probability that the borrower will enter bankruptcy or other financial realisation;
a concession granted to the borrower for economic or legal reasons relating to the borrowers financial difficulty that
results in forgiveness or postponement of principal, interest or fees, where the concession is not insignificant; and
there has been deterioration in the financial condition or outlook of the borrower such that its ability to repay is considered
doubtful.
For loans where objective evidence of impairment exists, impairment losses are determined considering the following factors:
HSBCs aggregate exposure to the customer;

Corporate Governance

contractual payments of either principal or interest being past due for more than 90 days;

the viability of the customers business model and its capacity to trade successfully out of financial difficulties and generate
sufficient cash flow to service debt obligations;
the likely dividend available on liquidation or bankruptcy;
the extent of other creditors commitments ranking ahead of, or pari passu with, HSBC and the likelihood of other creditors
continuing to support the company;
the complexity of determining the aggregate amount and ranking of all creditor claims and the extent to which legal and
insurance uncertainties are evident;
the realisable value of security (or other credit mitigants) and likelihood of successful repossession;
the likely costs of obtaining and selling collateral as part of foreclosure;

Financial Statements

the amount and timing of expected receipts and recoveries;

when available, the secondary market price of the debt.


The determination of the realisable value of security is based on the most recently updated market value at the time the
impairment assessment is performed. The value is not adjusted for expected future changes in market prices, though
adjustments are made to reflect local conditions such as forced sale discounts.
Impairment losses are calculated by discounting the expected future cash flows of a loan, which include expected future
receipts of contractual interest, at the loans original effective interest rate or an approximation thereof, and comparing the
resultant present value with the loans current carrying amount. The impairment allowances on individually significant
accounts are reviewed at least quarterly and more regularly when circumstances require.

HSBC HOLDINGS PLC

355

Shareholder Information

the ability of the borrower to obtain, and make payments in, the currency of the loan if not denominated in local currency;
and

Notes on the Financial Statements (continued)


1 Basis of preparation and significant accounting policies

Collectively assessed loans and advances


Impairment is assessed collectively to cover losses which have been incurred but have not yet been identified on loans subject
to individual assessment or for homogeneous groups of loans that are not considered individually significant. Retail lending
portfolios are generally assessed for impairment collectively as the portfolios are generally large homogeneous loan pools.
Incurred but not yet identified impairment
Individually assessed loans for which no evidence of impairment has been specifically identified on an individual basis are
grouped together according to their credit risk characteristics for a collective impairment assessment. These credit risk
characteristics may include country of origination, type of business involved, type of products offered, security obtained or
other relevant factors. This assessment captures impairment losses that HSBC has incurred as a result of events occurring
before the balance sheet date which HSBC is not able to identify on an individual loan basis, and that can be reliably estimated.
When information becomes available which identifies losses on individual loans within a group, those loans are removed from
the group and assessed individually.
The collective impairment allowance is determined after taking into account:
historical loss experience in portfolios of similar credit risk characteristics (for example, by industry sector, loan grade or
product);
the estimated period between a loss occurring and the loss being identified and evidenced by the establishment of an
appropriate allowance against the individual loan; and
managements judgement as to whether current economic and credit conditions are such that the actual level of inherent
losses at the balance sheet date is likely to be greater or less than that suggested by historical experience.
The period between a loss occurring and its identification is estimated by management for each identified portfolio based on
economic and market conditions, customer behaviour, portfolio management information, credit management techniques and
collection and recovery experiences in the market. As it is assessed empirically on a periodic basis, the estimated period may
vary over time as these factors change.
Homogeneous groups of loans and advances
Statistical methods are used to determine collective impairment losses for homogeneous groups of loans not considered
individually significant. The methods that are used to calculate collective allowances are:
When appropriate empirical information is available, HSBC utilises roll-rate methodology, which employs statistical analyses
of historical data and experience of delinquency and default to reliably estimate the amount of the loans that will
eventually be written off as a result of the events occurring before the balance sheet date but which HSBC is not able to
identify individually. Individual loans are grouped using ranges of past due days; statistical analysis is then used to estimate
the likelihood that loans in each range will progress through the various stages of delinquency and become irrecoverable.
Additionally, individual loans are segmented based on their credit characteristics as described above. In applying this
methodology, adjustments are made to estimate the periods of time between a loss event occurring and its discovery, for
example through a missed payment (known as the emergence period) and the period of time between discovery and writeoff (known as the outcome period). Current economic conditions are also evaluated when calculating the appropriate level
of allowance required to cover inherent loss. In certain highly-developed markets, sophisticated models also take into
account behavioural and account management trends as revealed in, for example, bankruptcy and rescheduling statistics.
When the portfolio size is small or when information is insufficient or not reliable enough to adopt a roll-rate methodology,
HSBC adopts a basic formulaic approach based on historical loss rate experience, or a discounted cash flow model. Where
a basic formulaic approach is undertaken, the period between a loss event occurring and its identification is explicitly
estimated by local management, and is typically between six and twelve months.
The inherent loss within each portfolio is assessed on the basis of statistical models using historical data observations which
are updated periodically to reflect recent portfolio and economic trends. When the most recent trends arising from changes in
economic, regulatory or behavioural conditions are not fully reflected in the statistical models, they are taken into account by
adjusting the impairment allowances derived from the statistical models to reflect these changes as at the balance sheet date.
Write-off of loans and advances
Loans (and the related impairment allowance accounts) are normally written off, either partially or in full, when there is no
realistic prospect of recovery. Where loans are secured, this is generally after receipt of any proceeds from the realisation of
security. In circumstances where the net realisable value of any collateral has been determined and there is no reasonable
expectation of further recovery, write-off may be earlier.

HSBC HOLDINGS PLC

356

If the amount of an impairment loss decreases in a subsequent period, and the decrease can be related objectively to an event
occurring after the impairment was recognised, the excess is written back by reducing the loan impairment allowance account
accordingly. The write-back is recognised in the income statement.
Assets acquired in exchange for loans
Non-financial assets acquired in exchange for loans as part of an orderly realisation are recorded as Assets held for sale and
reported in Other assets if those assets are classified as held for sale. The asset acquired is recorded at the lower of its fair
value less costs to sell and the carrying amount of the loan (net of impairment allowance) at the date of exchange. No
depreciation is charged in respect of assets held for sale. Write-downs of the acquired asset to fair value less cost to sell and
any reversals of previous write-downs are recognised in the income statement in Other operating income, together with any
realised gains or losses on disposal.

Strategic Report

Reversals of impairment

Available-for-sale financial assets are assessed at each balance sheet date for objective evidence of impairment. If such
evidence exists as a result of one or more events that occurred after the initial recognition of the financial asset (a loss event),
and that loss event has an impact which can be reliably measured on the estimated future cash flows of the financial asset, an
impairment loss is recognised.
If the available-for-sale financial asset is impaired, the difference between its acquisition cost (net of any principal repayments
and amortisation) and its current fair value, less any previous impairment loss recognised in the income statement, is
recognised in the income statement.
Impairment losses are recognised in the income statement within Loan impairment charges and other credit risk provisions
for debt instruments and within Gains less losses from financial investments for equities. The impairment methodologies for
available-for-sale financial assets are set out as follows:
Available-for-sale debt securities. In assessing objective evidence of impairment at the reporting date, HSBC considers all
available evidence, including observable data or information about events specifically relating to the securities which may
result in a shortfall in the recovery of future cash flows. Financial difficulties of the issuer, as well as other factors such as
information about the issuers liquidity, business and financial risk exposures, levels of and trends in default for similar
financial assets, national and local economic trends and conditions, and the fair value of collateral and guarantees may be
considered individually, or in combination, to determine if there is objective evidence of impairment.
In addition, the performance of underlying collateral and the extent and depth of market price declines is relevant when
assessing objective evidence of impairment of available-for-sale ABSs. The primary indicators of potential impairment are
considered to be adverse fair value movements and the disappearance of an active market for a security, while changes in
credit ratings are of secondary importance.
Available-for-sale equity securities. Objective evidence of impairment may include specific information about the issuer as
detailed above, but may also include information about significant changes in technology, markets, economics or the law
that provides evidence that the cost of the equity securities may not be recovered.
A significant or prolonged decline in the fair value of the equity below its cost is also objective evidence of impairment.
In assessing whether it is significant, the decline in fair value is evaluated against the original cost of the asset at initial
recognition. In assessing whether it is prolonged, the decline is evaluated against the continuous period in which the fair
value of the asset has been below its original cost at initial recognition.
Once an impairment loss has been recognised, the subsequent accounting treatment for changes in the fair value of that asset
depends on the type of asset:
for an available-for-sale debt security, a subsequent decline in the fair value of the instrument is recognised in the income
statement when there is objective evidence of impairment as a result of further decreases in the estimated future cash
HSBC HOLDINGS PLC

357

Corporate Governance

Impairment of available-for-sale financial assets

Financial Statements

A loan that is renegotiated is derecognised if the existing agreement is cancelled and a new agreement made on substantially
different terms or if the terms of an existing agreement are modified such that the renegotiated loan is substantially a
different financial instrument. Any new loans that arise following derecognition events will continue to be disclosed as
renegotiated loans and are assessed for impairment as above.

Shareholder Information

Loans subject to collective impairment assessment whose terms have been renegotiated are no longer considered past due,
but are treated as up to date loans for measurement purposes once a minimum number of payments required have been
received. Where collectively assessed loan portfolios include significant levels of renegotiated loans, these loans are
segregated from other parts of the loan portfolio for the purposes of collective impairment assessment to reflect their risk
profile. Loans subject to individual impairment assessment, whose terms have been renegotiated, are subject to ongoing
review to determine whether they remain impaired. The carrying amounts of loans that have been classified as renegotiated
retain this classification until maturity or derecognition.

Financial Review

Renegotiated loans

Notes on the Financial Statements (continued)


1 Significant accounting policies / 2 Net income from financial instruments at FV / 3 Net insurance premium income

flows of the financial asset. Where there is no further objective evidence of impairment, the decline in the fair value of the
financial asset is recognised in other comprehensive income. If the fair value of a debt security increases in a subsequent
period, and the increase can be objectively related to an event occurring after the impairment loss was recognised in the
income statement, or the instrument is no longer impaired, the impairment loss is reversed through the income statement;
for an available-for-sale equity security, all subsequent increases in the fair value of the instrument are treated as a
revaluation and are recognised in other comprehensive income. Impairment losses recognised on the equity security are
not reversed through the income statement. Subsequent decreases in the fair value of the available-for-sale equity security
are recognised in the income statement to the extent that further cumulative impairment losses have been incurred.
(k) Non-trading reverse repurchase and repurchase agreements
When securities are sold subject to a commitment to repurchase them at a predetermined price (repos), they remain on the
balance sheet and a liability is recorded in respect of the consideration received. Securities purchased under commitments to
resell (reverse repos) are not recognised on the balance sheet and an asset is recorded in respect of the initial consideration
paid.
Non-trading repos and reverse repos are measured at amortised cost. The difference between the sale and repurchase price
or between the purchase and resale price is treated as interest and recognised in net interest income over the life of the
agreement.
(l) Operating income
Interest income and expense
Interest income and expense for all financial instruments except for those classified as held for trading or designated at fair
value (except for debt securities issued by HSBC and derivatives managed in conjunction with those debt securities) are
recognised in Interest income and Interest expense in the income statement using the effective interest method. The
effective interest rate is the rate that exactly discounts estimated future cash receipts or payments through the expected life
of the financial instrument or, where appropriate, a shorter period, to the net carrying amount of the financial asset or
financial liability.
Interest on impaired financial assets is recognised using the rate of interest used to discount the future cash flows for the
purpose of measuring the impairment loss.
Non-interest income and expense
Fee income is earned from a diverse range of services provided by HSBC to its customers. Fee income is accounted for as
follows:
income earned on the execution of a significant act is recognised as revenue when the act is completed (for example, fees
arising from negotiating or participating in the negotiation of a transaction for a third party, such as an arrangement for the
acquisition of shares or other securities);
income earned from the provision of services is recognised as revenue as the services are provided (for example, asset
management, portfolio and other management advisory and service fees); and
income which forms an integral part of the effective interest rate of a financial instrument is recognised as an adjustment
to the effective interest rate (for example, certain loan commitment fees) and recorded in Interest income.
Net trading income comprises all gains and losses from changes in the fair value of financial assets and financial liabilities held
for trading, together with the related interest income, expense and dividends.
Dividend income is recognised when the right to receive payment is established. This is the ex-dividend date for listed equity
securities, and usually the date when shareholders approve the dividend for unlisted equity securities.
The accounting policies for net income/(expense) from financial instruments designated at fair value and for net insurance
premium income are disclosed in Note 2 and Note 3.

HSBC HOLDINGS PLC

358

Net income from financial instruments designated at fair value

Net income from financial instruments designated at fair value


2014
$m

2013
$m

531
89

2,300
131

3,170
118

13
633

liabilities to customers under investment contracts


HSBCs long-term debt issued and related derivatives
changes in own credit spread on long-term debt
derivatives managed in conjunction with HSBCs issued debt securities
other changes in fair value

34
863
1,002
(1,997)
1,858

other financial liabilities designated at fair value


derivatives managed in conjunction with other financial liabilities designated
at fair value
Year ended 31 December

(19)
2,412

(26)
3,262

(435)
508
417
333
(242)

(1,237)
(1,228)
(1,246)
(3,743)
3,761

(23)

(39)

(1)

11

10

899

61

(2,494)

1,532

2,473

768

2014
$m

2013
$m

HSBC Holdings
Net income/(expense) arising on HSBC Holdings long-term debt issued and related derivatives
2015
$m
Net income/(expense) arising on:
changes in own credit spread on long-term debt
derivatives managed in conjunction with HSBC Holdings issued debt securities
other changes in fair value
Year ended 31 December

339
126
(27)

(695)
(1,558)
1,213

276

438

(1,040)

Accounting policy
Premiums for life insurance contracts are accounted for when receivable, except in unit-linked insurance contracts where premiums are
accounted for when liabilities are established.
Reinsurance premiums are accounted for in the same accounting period as the premiums for the direct insurance contracts to which they
relate.

Net insurance premium income


Non-linked
insurance1
$m

Linked life
insurance
$m

Investment
contracts
with DPF2
$m

Total
$m

Gross insurance premium income


Reinsurers share of gross insurance premium income

7,506
(648)

1,409
(9)

2,097

11,012
(657)

Year ended 31 December 2015

6,858

1,400

2,097

10,355

HSBC HOLDINGS PLC

359

Financial Statements

Net insurance premium income

Shareholder Information

348
(927)
855

Corporate Governance

Net income/(expense) arising on:


financial assets held to meet liabilities under insurance and investment contracts
other financial assets designated at fair value
derivatives managed in conjunction with other financial assets designated
at fair value

2015
$m

Financial Review

Net income from financial instruments designated at fair value includes all gains and losses from changes in the fair value of financial assets
and liabilities designated at fair value through profit or loss, including derivatives that are managed in conjunction with those financial assets
and liabilities, and liabilities under investment contracts. Interest income, interest expense and dividend income in respect of those financial
instruments are also included, except for interest arising from debt securities issued by HSBC and derivatives managed in conjunction with
those debt securities, which is recognised in Interest expense.

Strategic Report

Accounting policy

Notes on the Financial Statements (continued)


4 Net insurance claims / 5 Operating profit / 6 Employee compensation and benefits

Net insurance premium income (continued)


Investment
contracts
with DPF2
$m

Non-linked
insurance1
$m

Linked life
insurance
$m

Gross insurance premium income


Reinsurers share of gross insurance premium income

7,705
(441)

2,195
(8)

2,470

12,370
(449)

Year ended 31 December 2014

7,264

2,187

2,470

11,921

Gross insurance premium income


Reinsurers share of gross insurance premium income

7,002
(450)

3,012
(8)

2,384

12,398
(458)

Year ended 31 December 2013

6,552

3,004

2,384

11,940

Total
$m

1 Includes non-life insurance.


2 Discretionary participation features.

Net insurance claims and benefits paid and movement in liabilities to policyholders

Accounting policy
Gross insurance claims for life insurance contracts reflect the total cost of claims arising during the year, including claim handling costs and
any policyholder bonuses allocated in anticipation of a bonus declaration.
Maturity claims are recognised when due for payment. Surrenders are recognised when paid or at an earlier date on which, following
notification, the policy ceases to be included within the calculation of the related insurance liabilities. Death claims are recognised when
notified.
Reinsurance recoveries are accounted for in the same period as the related claim.

Net insurance claims and benefits paid and movement in liabilities to policyholders
Non-linked
insurance1
$m
Gross claims and benefits paid and movement in liabilities
claims, benefits and surrenders paid
movement in liabilities

7,746
3,200
4,546

Reinsurers share of claims and benefits paid and movement in liabilities


claims, benefits and surrenders paid
movement in liabilities

(575)
(153)
(422)

Linked life
insurance
$m

Investment
contracts
with DPF2
$m

1,398
1,869
(471)

2,728
2,101
627

(5)
(64)
59

Total
$m
11,872
7,170
4,702
(580)
(217)
(363)

Year ended 31 December 2015

7,171

1,393

2,728

11,292

Gross claims and benefits paid and movement in liabilities


claims, benefits and surrenders paid
movement in liabilities

7,770
3,575
4,195

2,765
1,499
1,266

3,188
2,215
973

13,723
7,289
6,434

Reinsurers share of claims and benefits paid and movement in liabilities


claims, benefits and surrenders paid
movement in liabilities

(411)
(176)
(235)

33
(88)
121

(378)
(264)
(114)

Year ended 31 December 2014

7,359

2,798

3,188

13,345

Gross claims and benefits paid and movement in liabilities


claims, benefits and surrenders paid
movement in liabilities

6,892
3,014
3,878

3,379
1,976
1,403

3,677
2,308
1,369

13,948
7,298
6,650

Reinsurers share of claims and benefits paid and movement in liabilities


claims, benefits and surrenders paid
movement in liabilities

(367)
(164)
(203)

Year ended 31 December 2013

6,525

1 Includes non-life insurance.


2 Discretionary participation features.

HSBC HOLDINGS PLC

360

111
(426)
537
3,490

3,677

(256)
(590)
334
13,692

Expense
Interest on financial instruments, excluding interest on financial liabilities held
for trading or designated at fair value
Fees payable on financial assets or liabilities not held for trading nor designated at
fair value, other than fees included in effective interest rate calculations on these
types of assets and liabilities
Fees payable relating to trust and other fiduciary activities where HSBC holds or
invests assets on behalf of its customers
Payments under lease and sublease agreements
minimum lease payments
contingent rents and sublease payments
UK bank levy
Restructuring provisions
Gains/(losses)
Impairment of available-for-sale equity securities
Gains/(losses) recognised on assets held for sale
Gains on the partial sale of shareholding in Industrial Bank
Gains/(losses) arising from dilution of interest in Industrial Bank and other associates and
joint ventures
Gains on disposal of HSBC Bank (Panama) S.A.
Loan impairment charges and other credit risk provisions
net impairment charge on loans and advances
release of available-for-sale debt securities
impairment in respect of other credit risk provisions

2014
$m

2013
$m

934

1,137

1,261

8,736

9,438

9,799

3,052
5,760
5,581

3,253
6,726
5,874

3,176
5,432
6,860

(13,680)

(15,322)

(14,610)

(1,251)

(1,427)

(1,396)

(166)
(1,190)
(1,058)
(132)
(1,421)
(430)

(185)
(1,548)
(1,199)
(349)
(1,066)
(147)

(171)
(1,425)
(1,098)
(327)
(916)
(179)

(111)
(244)
1,372

(373)
220

(175)
(729)

(32)

1,051
1,107

(3,721)
(3,592)
17
(146)

(3,851)
(4,055)
319
(115)

(5,849)
(6,048)
211
(12)

2015
$m

2014
$m

2013
$m

Wages and salaries


Social security costs
Post-employment benefits

17,245
1,600
1,055

17,477
1,666
1,223

16,879
1,594
723

Year ended 31 December

19,900

20,366

19,196

Employee compensation and benefits

Average number of persons employed by HSBC during the year


2015

2014

2013

Europe
Asia
Middle East and North Africa
North America
Latin America

73,868
121,438
9,007
21,506
42,614

74,024
116,492
8,616
21,983
43,652

75,334
114,216
9,181
22,568
47,496

Year ended 31 December

268,433

264,767

268,795

HSBC HOLDINGS PLC

361

Financial Statements

Financial Review

Income
Interest recognised on impaired financial assets
Fees earned on financial assets or liabilities not held for trading nor designated at
fair value, other than fees included in effective interest rate calculations on these
types of assets and liabilities
Fees earned on trust and other fiduciary activities where HSBC holds or invests assets
on behalf of its customers
Income from listed investments
Income from unlisted investments

2015
$m

Corporate Governance

Operating profit is stated after the following items of income, expense, gains and losses, and loan impairment charges and
other credit risk provisions:

Strategic Report

Operating profit

Shareholder Information

Notes on the Financial Statements (continued)


6 Employee compensation and benefits

Reconciliation of total incentive awards granted to incentive awards in employee compensation and benefits
2015
$m

2014
$m

2013
$m

Total incentive awards approved and granted for the current year1
Less: deferred bonuses awarded for the current year, expected to be recognised
in future periods

3,462

3,660

3,920

(387)

(359)

(436)

Total incentives awarded and recognised in the current year


Current year charges for deferred bonuses from previous years
Other

3,075
483
(40)

3,301
425
(114)

3,484
427
(164)

Total incentive awards for the current year included in employee compensation
and benefits

3,518

3,612

3,747

1 This represents the amount of the Group variable pay pool that has been approved and granted. The total amount of Group variable pay pool
approved by the Group Remuneration Committee is disclosed in the Directors Remuneration Report on page 304.

Income statement charge: deferred bonuses


Current year
bonus pool
$m

Prior year
bonus pools
$m

Total
$m

2015
Charge recognised in 2015
deferred share awards
deferred cash awards

253
186
67

483
382
101

736
568
168

Charge expected to be recognised in 2016 or later


deferred share awards
deferred cash awards

387
260
127

346
279
67

733
539
194

2014
Charge recognised in 2014
deferred share awards
deferred cash awards

245
147
98

425
373
52

670
520
150

Charge expected to be recognised in 2015 or later


deferred share awards
deferred cash awards

359
250
109

381
334
47

740
584
156

2013
Charge recognised in 2013
deferred share awards
deferred cash awards

269
188
81

427
354
73

696
542
154

Charge expected to be recognised in 2014 or later


deferred share awards
deferred cash awards

436
356
80

306
259
47

742
615
127

Share-based payments
Accounting policy
HSBC enters into both equity-settled and cash-settled share-based payment arrangements with its employees as compensation for services
provided by employees. The cost of equity-settled share-based payment arrangements with employees is measured by reference to the fair
value of equity instruments on the date they are granted and recognised as an expense on a straight-line basis over the vesting period, with
a corresponding credit to Retained earnings.
For cash-settled share-based payment arrangements, the services acquired and liability incurred are measured at the fair value of the liability
and recognised as the employees render service. Until settlement, the fair value of the liability is re-measured, with changes in fair value
recognised in the income statement.
Fair value is determined by using appropriate valuation models. Vesting conditions include service conditions and performance conditions;
any other features of the arrangement are non-vesting conditions. Market performance conditions and non-vesting conditions are taken into
account when estimating the fair value of the award at the date of grant. Vesting conditions other than market performance conditions are
not taken into account in the initial estimate of the fair value at the grant date. They are taken into account by adjusting the number of
equity instruments included in the measurement of the transaction.
A cancellation that occurs during the vesting period is treated as an acceleration of vesting and is recognised immediately for the amount
that would otherwise have been recognised for services over the vesting period.
Where HSBC Holdings enters into share-based payment arrangements involving employees of subsidiaries for which the subsidiaries are recharged, the difference between the cost of the share-based payment arrangement and the fair value of the equity instruments expected to
be issued to satisfy those arrangements is recognised as an adjustment to Investment in subsidiaries over the vesting period.

HSBC HOLDINGS PLC

362

2014
$m

2013
$m

Restricted share awards


Savings-related and other share award option plans

748
43

738
36

599
63

Year ended 31 December

791

774

662

HSBC share awards


Award

Policy

Purpose

Restricted share
awards (including
annual incentive
awards delivered
in shares) and
GPSP

An assessment of performance over the relevant period


ending on 31 December is used to determine the amount
of the award to be granted.

To drive and reward performance consistent


with strategy and align to shareholder
interests.

Deferred awards generally require employees to remain in


employment over the vesting period and are not subject to
performance conditions after the grant date.

Deferral provides an incentive for a longerterm commitment and the ability to apply
malus.

Deferred share awards generally vest over a period of three


years and GPSP awards vest after five years.
Vested shares may be subject to a retention requirement
(restriction) post-vesting. GPSP awards are retained until
cessation of employment.

Financial Review

2015
$m

Strategic Report

Wages and salaries include the effect of share-based payments arrangements, of which $757m were equity settled (2014:
$732m; 2013: $630m), as follows:

Awards granted from 2010 onwards are subject to a malus


provision prior to vesting.

International
Employee Share
Purchase Plan
(ShareMatch)

The plan was first introduced in Hong Kong in 2013 and now
includes employees based in 25 jurisdictions.

To align the interests of employees with the


creation of shareholder value.

Shares are purchased in the market each quarter up to a


maximum value of 750, or the equivalent in local currency.
Matching awards are added at a ratio of one free share for
every three purchased.
Matching awards vest subject to continued employment and
the retention of the purchased shares for a maximum period of
two years and nine months.

Corporate Governance

Awards granted to Material Risk Takers from 2015 onwards


are subject to clawback post vesting.

2015
Number
(000s)

2014
Number
(000s)

Restricted share awards outstanding at 1 January


Additions during the year
Released in the year
Forfeited in the year

116,483
80,749
(75,235)
(3,332)

116,932
82,871
(78,224)
(5,096)

Restricted share awards outstanding at 31 December

118,665

116,483

9.67

10.18

Shareholder Information

Weighted average fair value of awards granted ($)

Financial Statements

Movement on HSBC share awards

HSBC HOLDINGS PLC

363

Notes on the Financial Statements (continued)


6 Employee compensation and benefits

HSBC share option plans


Main plans

Policy

Purpose

Savings-related
share option plans
(Sharesave)

Two plans: the UK Plan and the International Plan. The last
grant of options under the International Plan was in 2012.
From 2014, eligible employees can save up to 500 per month
with the option to use the savings to acquire shares.
Exercisable within six months following either the third or fifth
anniversaries of the commencement of a three-year or fiveyear contract, respectively.
The exercise price is set at a 20% (2014: 20%) discount to the
market value immediately preceding the date of invitation.

To align the interests of employees with


the creation of shareholder value.

HSBC Holdings
Group share
option plan

Plan ceased in May 2005.


Exercisable between the third and tenth anniversaries of the
date of grant.

Long-term incentive plan between 2000


and 2005 during which certain HSBC
employees were awarded share options.

Calculation of fair values


The fair values of share options are calculated using a Black-Scholes model. The fair value of a share award is based on the
share price at the date of the grant.
Movement on HSBC share option plans
Savings-related
share option plans
Number
WAEP1
(000s)

Outstanding at 1 January 2015


Granted during the year2
Exercised during the year3
Expired during the year
Outstanding at 31 December 2015

66,366
52,629
(21,120)
(23,100)

4.89
4.05
4.45
5.11

74,775

4.36

Weighted average remaining contractual life (years)

3.92

HSBC Holdings Group


share option plan
Number
WAEP1
(000s)

6,374

(6,374)

7.29

7.29

Outstanding at 1 January 2014


Granted during the year2
Exercised during the year3
Expired during the year

93,760
28,689
(50,393)
(5,690)

4.04
5.19
3.48
4.81

55,026

(1)
(48,651)

7.23

7.22
7.22

Outstanding at 31 December 2014

66,366

4.89

6,374

7.29

Weighted average remaining contractual life (years)

2.66

0.30

1 Weighted average exercise price.


2 The weighted average fair value of options granted during the year was $1.09 (2014: $1.90).
3 The weighted average share price at the date the options were exercised was $8.50 (2014: $9.91) and $0 (2014: $9.49) for the savings-related share
option plans and HSBC Holdings Group share option plan, respectively.

Post-employment benefit plans


Accounting policy
HSBC operates a number of pension and other post-employment benefit plans throughout the world. These plans include both defined
benefit and defined contribution plans and various other post-employment benefits such as post-employment healthcare.
Payments to defined contribution plans and state-managed retirement benefit plans, where HSBCs obligations under the plans are
equivalent to a defined contribution plan, are charged as an expense as the employees render service.
The defined benefit pension costs and the present value of defined benefit obligations are calculated at the reporting date by the schemes
actuaries using the projected unit credit method. The net charge to the income statement mainly comprises the service cost and the net
interest on the net defined benefit asset or liability and is presented in operating expenses.
The past service cost, which is charged immediately to the income statement, is the change in the present value of the defined benefit
obligation for employee service in prior periods resulting from a plan amendment (the introduction or withdrawal of, or changes to, a
defined benefit plan) or curtailment (a significant reduction by the entity in the number of employees covered by a plan). A settlement is a
transaction that eliminates all further legal and constructive obligations for part or all of the benefits provided under a defined benefit plan,
other than a payment of benefits to, or on behalf of, employees that is set out in the terms of the plan and included in the actuarial
assumptions.
Re-measurements of the net defined benefit asset or liability, which comprise actuarial gains and losses, return on plan assets (excluding
interest) and the effect of the asset ceiling (if any, excluding interest), are recognised immediately in other comprehensive income.

HSBC HOLDINGS PLC

364

The Group operates a number of pension plans throughout the world. Some are defined benefit plans, of which the largest is
the HSBC Bank (UK) Pension Scheme (the principal plan). The Pension Risk section on page 189 and the Appendix to Risk on
page 225 contain details about the characteristics, risks and amount, timing and uncertainty of future cash flows and policies
and practices associated with the principal plan.

Strategic Report

Actuarial gains and losses comprise experience adjustments (the effects of differences between the previous actuarial assumptions and what
has actually occurred), as well as the effects of changes in actuarial assumptions.
The net defined benefit asset or liability represents the present value of defined benefit obligations reduced by the fair value of plan assets.
Any net defined benefit surplus is limited to the present value of available refunds and reductions in future contributions to the plan.
The cost of obligations arising from other post-employment defined benefit plans, such as defined benefit health-care plans, are accounted
for on the same basis as defined benefit pension plans.

2014
$m

2013
$m

256
793

469
687

54
597

1,049

1,156

651

67

72

1,055

1,223

723

Present value of
defined benefit
obligations
$m

Effect of
limit on plan
surpluses
$m

Total
$m

Defined benefit pension plans


Defined contribution pension plans
Pension plans
Defined benefit and contribution healthcare plans
Year ended 31 December

Net assets/(liabilities) recognised on the balance sheet in respect of defined benefit plans
Fair value of
plan assets
$m
Defined benefit pension plans
Defined benefit healthcare plans

41,424
141

(38,326)
(762)

(14)

3,084
(621)

At 31 December 2015
Total employee benefit liabilities
(within Accruals, deferred income and other liabilities)
Total employee benefit assets
(within Prepayments, accrued income and other assets)

41,565

(39,088)

(14)

2,463

Defined benefit pension plans


Defined benefit healthcare plans

44,824
179

(42,062)
(1,104)

(17)

2,745
(925)

At 31 December 2014
Total employee benefit liabilities
(within Accruals, deferred income and other liabilities)
Total employee benefit assets
(within Prepayments, accrued income and other assets)

45,003

(43,166)

(17)

1,820

(2,809)
5,272

Corporate Governance

2015
$m

Financial Review

Income statement charge

5,028

Cumulative actuarial gains/(losses) recognised in other comprehensive income

HSBC Bank (UK) Pension Scheme


Other plans
Healthcare plans
Change in the effect of limit on plan surpluses
Total actuarial gains/(losses) recognised in other comprehensive income

2014
$m

2013
$m

(2,026)

(4,445)

(3,844)

121
(55)
94
(30)

2,764
(274)
(88)
17

(1,524)
796
143
(16)

130

At 31 December

2,419

(601)

(1,896)

(2,026)

(4,445)

2015
%

2014
%

2013
%

66
22

66
22

64
23

88

88

87

HSBC pension plans

Percentage of HSBC employees:


enrolled in defined contribution plans
enrolled in defined benefit plans
covered by HSBC pension plans

HSBC HOLDINGS PLC

365

Shareholder Information

At 1 January

2015
$m

Financial Statements

(3,208)

Notes on the Financial Statements (continued)


6 Employee compensation and benefits

Defined benefit pension plans


Net asset/(liability) under defined benefit pension plans
Fair value of plan assets
The
principal
Other
plan
plans
$m
$m
At 1 January 2015
Current service cost
Past service cost and gains/(losses)
from settlements
Service cost
Net interest income/(cost) on the net
defined benefit asset/(liability)
Re-measurement effects recognised in
other comprehensive income
return on plan assets (excluding
interest income)
actuarial gains/(losses)
other changes
Exchange differences
Contributions by HSBC
normal
special
Contributions by employees
Benefits paid
Administrative costs and taxes
paid by plan

35,244

9,580

Present value of defined


benefit obligations
The
principal
Other
plan
plans
$m
$m
(30,480)
(129)

(11,582)
(268)

Effect of the asset ceiling


The
principal
Other
plan
plans
$m
$m

(17)

Net defined benefit


asset/(liability)
The
principal
Other
plan
plans
$m
$m
4,764
(129)

(2,019)
(268)

(3)

(53)

71

(53)

68

(3)

(182)

(197)

(182)

(200)

1,265

322

(1,088)

(371)

(2)

177

(51)

(1,521)

(394)

1,642

339

(30)

121

(85)

(1,521)

(394)

1,392
250

339

(30)

(1,704)
376
159
217

(458)
279
227
52

1,443

529

35

17
(970)

35
(590)

(17)
970

(35)
649

17

(14)

4,995

(1,911)

(30)

2,036
(228)

(1,911)
(257)

(37)

(17)

37

8,957

(5)

(26)

11

(26)

(5)

(254)

(246)

(254)

(251)

95

(59)

At 31 December 2014
Present value of defined benefit
obligation relating to:
actives
deferreds
pensioners

(5,350)
(2,239)
(3,062)

(29,629)
(228)

(10,838)
(257)

31,665

Contributions by employees
Benefits paid
Administrative costs and taxes
paid by plan

(6,310)
(7,919)
(13,446)

59

At 1 January 2014
Current service cost
Past service cost and gains/(losses)
from settlements

Exchange differences
Contributions by HSBC
normal
special

(10,651)

106
279
227
52

32,670

Net interest income/(cost) on the net


defined benefit asset/(liability)
Re-measurement effects recognised in
other comprehensive income
return on plan assets (excluding
interest income)
actuarial losses
other changes

(27,675)

(261)
376
159
217

(394)
309

At 31 December 2015
Present value of defined benefit
obligation relating to:
actives
deferreds
pensioners

Service cost

8,754

(1,521)
1,392
250

1,386

370

(1,291)

(425)

(4)

4,864

845

(2,100)

(1,034)

17

2,764

(172)

4,864

845

(2,317)
217

(987)
(47)

17

4,864
(2,317)
217

845
(987)
(30)

(2,112)
397
265
132

(316)
278
239
39

1,838

357

(274)
397
265
132

41
278
239
39

38
(954)

17
(543)

(38)
954

(17)
598

55

23

(17)

(40)
35,244

(23)
9,580

40
(30,480)

(11,582)

(9,782)
(8,799)
(11,899)

(5,605)
(2,498)
(3,479)

HSBC HOLDINGS PLC

366

4,764

(2,019)

Benefits expected to be paid from plans

The principal plan1


Other plans1

2016
$m

2017
$m

2018
$m

2019
$m

2020
$m

2021-2025
$m

1,006
482

1,040
466

1,075
476

1,109
511

1,204
530

6,425
2,692

1 The duration of the defined benefit obligation is 17.0 years for the principal plan under the disclosure assumptions adopted (2014: 19.8 years) and
13.9 years for all other plans combined (2014: 14.2 years).

Strategic Report

HSBC expects to make $458m of contributions to defined benefit pension plans during 2016. Benefits expected to be paid from
the plans to retirees over each of the next five years, and in aggregate for the five years thereafter, are as follows:

32,670
5,730
22,704
1,011
3,225

29,370
4,990
22,704

1,676

3,300
740

1,011
1,549

513

513

Other plans
Fair value of plan assets
equities
bonds
derivatives
other

8,754
2,434
5,719
7
594

7,882
1,900
5,458

524

872
534
261
7
70

148
1
2
1
144

35,244
5,502
22,965
1,369
5,408

31,355
4,557
22,965
52
3,781

9,580
2,534
6,376
(100)
770

6,390
1,778
4,109
(8)
511

Thereof
HSBC1
$m

3,889
945

1,317
1,627

930

930

3,190
756
2,267
(92)
259

(13)
11
7
(107)
76

1 The fair value of plan assets includes derivatives entered into with HSBC Bank plc as detailed in Note 41.

Post-employment defined benefit plans principal actuarial financial assumptions


HSBC determines the discount rates to be applied to its obligations in consultation with the plans local actuaries, on the basis
of current average yields of high quality (AA-rated or equivalent) debt instruments with maturities consistent with those of the
defined benefit obligations.
Key actuarial assumptions for the principal plan

UK
At 31 December 2015
At 31 December 2014
At 31 December 2013

Discount
rate
%

Inflation
rate
%

Rate of
increase for
pensions
%

Rate of
pay increase
%

Interest
credit rate
%

3.70
3.70
4.45

3.20
3.20
3.60

3.00
3.00
3.30

3.70
3.70
4.10

n/a
n/a
n/a

Mortality tables and average life expectancy at age 65 for the principal plan
Mortality
table
UK
At 31 December 2015
At 31 December 2014

Life expectancy at age 65 for


a male member currently:
Aged 65
Aged 45

SAPS S11
SAPS S11

23.6
23.6

25.0
25.2

Life expectancy at age 65 for


a female member currently:
Aged 65
Aged 45
24.9
25.0

26.7
26.9

1 Self-administered Pension Scheme (SAPS) Light Table with a multiplier of 1.01 for male pensioners and 1.02 for female pensioners. Improvements are
projected in accordance with Continuous Mortality Investigation (CMI) core projection model 2015 (2014: CMI 2014) with a long-term rate of
improvement of 1.25% pa.

HSBC HOLDINGS PLC

367

Corporate Governance

The principal plan


Fair value of plan assets
equities
bonds
derivatives
other

Value
$m

Financial Statements

Thereof
HSBC1
$m

31 December 2014
Quoted
No quoted
market price market price
in active
in active
market
market
$m
$m

Shareholder Information

31 December 2015
Quoted
No quoted
market price market price
in active
in active
Value
market
market
$m
$m
$m

Financial Review

Fair value of plan assets by asset classes

Notes on the Financial Statements (continued)


6 Employee compensation and benefits / 7 Auditors remuneration / 8 Tax

Actuarial assumption sensitivities


The effect of changes in key assumptions on the principal plan
HSBC Bank (UK) Pension Scheme
2015
2014
$m
$m
Discount rate
Change in pension obligation at year-end from a 25bps increase
Change in pension obligation at year-end from a 25bps decrease
Change in 2016 pension cost from a 25bps increase
Change in 2016 pension cost from a 25bps decrease
Rate of inflation
Change in pension obligation at year-end from a 25bps increase
Change in pension obligation at year-end from a 25bps decrease
Change in 2016 pension cost from a 25bps increase
Change in 2016 pension cost from a 25bps decrease
Rate of increase for pensions in payment and deferred pensions
Change in pension obligation at year-end from a 25bps increase
Change in pension obligation at year-end from a 25bps decrease
Change in 2016 pension cost from a 25bps increase
Change in 2016 pension cost from a 25bps decrease
Rate of pay increase
Change in pension obligation at year-end from a 25bps increase
Change in pension obligation at year-end from a 25bps decrease
Change in 2016 pension cost from a 25bps increase
Change in 2016 pension cost from a 25bps decrease
Mortality
Change in pension obligation from each additional year of longevity assumed

(1,107)
1,180
(58)
55

(1,420)
1,523
(75)
73

747
(855)
28
(31)

1,026
(1,184)
44
(48)

990
(937)
37
(34)

1,188
(1,127)
50
(45)

119
(119)
4
(4)

237
(232)
12
(11)

670

768

HSBC Holdings
Employee compensation and benefit expense in respect of HSBC Holdings employees in 2015 amounted to $908m (2014:
$681m). The average number of persons employed during 2015 was 2,656 (2014: 2,070). Employees who are members of
defined benefit pension plans are principally members of either the HSBC Bank (UK) Pension Scheme or the HSBC International
Staff Retirement Benefits Scheme. HSBC Holdings pays contributions to such plans for its own employees in accordance with
the schedules of contributions determined by the trustees of the plans and recognises these contributions as an expense as
they fall due. During 2015, most employees were transferred to the ServCo group (see page 242). Their remuneration and
numbers have been included in the narrative above as they have been seconded back to HSBC Holdings on an interim basis.

Directors emoluments
Details of directors emoluments, pensions and their interests are disclosed in the Director Remuneration Report on page 318.

Auditors remuneration
2015
$m

2014
$m

2013
$m

Audit fees payable to PwC/KPMG1


Other audit fees payable

62.0
1.2

40.6
1.2

43.4
1.1

Year ended 31 December

63.2

41.8

44.5

2015
$m

2014
$m

2013
$m

Fees for HSBC Holdings statutory audit2


relating to current year
relating to prior year

13.1
13.1

13.4
13.4

12.9
12.6
0.3

Fees for other services provided to HSBC


Audit of HSBCs subsidiaries3
Audit-related assurance services4
Taxation-related services:
taxation compliance services
taxation advisory services
Other assurance services5
Other non-audit services5

85.1
48.9
16.6

62.5
27.2
22.6

67.5
30.5
27.4

1.0
0.9
2.8
14.9

1.5
0.8
0.7
9.7

1.3
1.3
0.5
6.5

Year ended 31 December


1 PwC became the Groups principal auditor in 2015. KPMG was the principal auditor during 2014.

98.2

75.9

80.4

1 PwC became the Groups principal auditor in 2015. KPMG was the principal auditor during 2014.

The following fees were payable by HSBC to the Groups principal auditor:
Fees payable by HSBC to PwC/KPMG1

HSBC HOLDINGS PLC

368

HSBC Holdings. They include amounts payable for services relating to the consolidation returns of HSBC Holdings subsidiaries which are clearly
identifiable as being in support of the Group audit opinion. Excluded from fees are those payable to KPMG related to the transition of the audit to PwC
of $1.2m.
3 Fees payable for the statutory audit of the financial statements of HSBCs subsidiaries, including the 2015 changes in scope and additional procedures
performed due to the technology systems and data access controls matter as described on page 328.
4 Including services for assurance and other services that relate to statutory and regulatory filings, including comfort letters and interim reviews.
5 Including other permitted services relating to advisory, corporate finance transactions, etc.

No fees were payable by HSBC to PwC or KPMG as principal auditor for the following types of services: internal audit services
and services related to litigation, recruitment and remuneration.

Strategic Report

2 Fees payable to KPMG and PwC for the statutory audit of the consolidated financial statements of HSBC and the separate financial statements of

2013
$000

Audit of HSBCs associated pension schemes


Audit related assurance services

352
5

322
5

379
5

Year ended 31 December

357

327

384

1 PwC became the Groups principal auditor in 2015. KPMG was the principal auditor during 2014.

No fees were payable by HSBCs associated pension schemes to PwC or KPMG as principal auditor for the following types of
services: audit-related assurance services, internal audit services, other assurance services, services related to corporate
finance transactions, valuation and actuarial services, litigation, recruitment and remuneration, and information technology.
In addition to the above, the estimated fees paid to PwC by third parties other than HSBC amount to $2.4m (KPMG 2014:
$3.6m; KPMG 2013: $5.3m). In these cases, HSBC is connected with the contracting party and may therefore be involved in
appointing PwC. These fees arise from services such as auditing mutual funds managed by HSBC and reviewing the financial
position of corporate concerns which borrow from HSBC.
Fees payable for non-audit services for HSBC Holdings are not disclosed separately because such fees are disclosed on a
consolidated basis for the HSBC Group.

Tax

Accounting policy

Shareholder Information

Income tax comprises current tax and deferred tax. Income tax is recognised in the income statement except to the extent that it relates to
items recognised in other comprehensive income or directly in equity, in which case it is recognised in the same statement in which the
related item appears.
Current tax is the tax expected to be payable on the taxable profit for the year, calculated using tax rates enacted or substantively enacted
by the balance sheet date, and any adjustment to tax payable in respect of previous years. HSBC provides for potential current tax liabilities
that may arise on the basis of the amounts expected to be paid to the tax authorities. Current tax assets and liabilities are offset when HSBC
intends to settle on a net basis and the legal right to offset exists.
Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the balance sheet and the
amounts attributed to such assets and liabilities for tax purposes. Deferred tax liabilities are generally recognised for all taxable temporary
differences and deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which
deductible temporary differences can be utilised.
Deferred tax is calculated using the tax rates expected to apply in the periods in which the assets will be realised or the liabilities settled,
based on tax rates and laws enacted, or substantively enacted, by the balance sheet date. Deferred tax assets and liabilities are offset when
they arise in the same tax reporting group and relate to income taxes levied by the same taxation authority, and when HSBC has a legal right
to offset.
Deferred tax relating to actuarial gains and losses on post-employment benefits is recognised in other comprehensive income. Deferred tax
relating to share-based payment transactions is recognised directly in equity to the extent that the amount of the estimated future tax
deduction exceeds the amount of the related cumulative remuneration expense. Deferred tax relating to fair value re-measurements of
available-for-sale investments and cash flow hedging instruments is charged or credited directly to other comprehensive income and is
subsequently recognised in the income statement when the deferred fair value gain or loss is recognised in the income statement.

Corporate Governance

2014
$000

Financial Statements

2015
$000

Financial Review

Fees payable by HSBCs associated pension schemes to PwC/KPMG1

HSBC HOLDINGS PLC

369

Notes on the Financial Statements (continued)


8 Tax / 9 Dividends

Critical accounting estimates and judgements


Deferred tax assets
The recognition of a deferred tax asset relies on an assessment of the probability and sufficiency of future taxable profits, future reversals of
existing taxable temporary differences and ongoing tax planning strategies. In the absence of a history of taxable profits, the most significant
judgements relate to expected future profitability and to the applicability of tax planning strategies, including corporate reorganisations.
In previous years the US deferred tax recognition relied on capital support from HSBC Holdings plc due to significant losses in the past. The
US has been profitable in recent years and the improved performance is expected to continue, so the US deferred tax recognition is now
based on projections of future business profits.

Tax expense
2015
$m

2014
$m

2013
$m

3,882
(85)

4,477
(527)

4,050
(109)

3,797

3,950

3,941

Current tax
for this year
adjustments in respect of prior years

Deferred tax
origination and reversal of temporary differences
effect of changes in tax rates
adjustments in respect of prior years

(26)
(153)
110
17

Year ended 31 December

25
(477)
83
419

3,771

824
739
93
(8)

3,975

4,765

1 Current tax included Hong Kong profits tax of $1,294m (2014: $1,135m; 2013: $1,133m). The Hong Kong tax rate applying to the profits of subsidiaries
assessable in Hong Kong was 16.5% (2014: 16.5%; 2013: 16.5%). Other overseas subsidiaries and overseas branches provided for taxation at the
appropriate rates in the countries in which they operated.

Tax reconciliation
The tax charged to the income statement differs from the tax charge that would apply if all profits had been taxed at the UK
corporation tax rate as follows:
2015
$m
Profit before tax
Tax expense
Tax at 20.25% (2014: 21.5%; 2013: 23.25%)
Effect of differently taxed overseas profits
Adjustments in respect of prior period liabilities
Deferred tax temporary differences not recognised/
(previously not recognised)
Effect of profits in associates and joint ventures
Tax effect of disposal of Ping An
Tax effect of reclassification of Industrial Bank
Non-taxable income and gains
Permanent disallowables
Change in tax rates
Local taxes and overseas withholding taxes
Other items
Year ended 31 December

18,867

2014
$m

18,680

2013
$m

22,565

3,821
71
(68)

20.25
0.4
(0.4)

4,016
33
(108)

21.5
0.2
(0.6)

5,246
(177)
(117)

23.25
(0.8)
(0.5)

(205)
(508)

(728)
978
110
416
(116)

(1.1)
(2.7)

(3.9)
5.2
0.6
2.2
(0.6)

(154)
(547)

(668)
969
22
434
(22)

(0.8)
(2.9)

(3.5)
5.1
0.1
2.3
(0.1)

332
(543)
(111)
(317)
(871)
647
93
551
32

1.5
(2.4)
(0.5)
(1.4)
(3.9)
2.9
0.4
2.4
0.1

3,771

20.0

3,975

21.3

4,765

21.1

The Groups profits are taxed at different rates depending on the country in which the profits arise. The key applicable tax
rates include Hong Kong (16.5%), USA (35%) and UK (20.25%). If the Groups profits were taxed at the statutory rates of the
countries in which the profits arise then the tax rate for the year would have been 20.65%. The effective tax rate for the year
was 20.0% (2014: 21.3%) and is in line with expectations. We expect the effective tax rate to increase due to the introduction
of the 8% surcharge on UK banking profits in 2016.
Accounting for taxes involves some estimation because the tax law is uncertain and the application requires a degree of
judgement, which authorities may dispute. Liabilities are recognised based on best estimates of the probable outcome, taking
into account external advice where appropriate. We do not expect significant liabilities to arise in excess of the amounts
provided. HSBC only recognises current and deferred tax assets where recovery is probable.

HSBC HOLDINGS PLC

370

Assets
Liabilities

2,264

1,332

1,764
(233)

(861)

1,244

836
(759)

7,440
(1,853)

At 1 January 2015
Income statement
Other comprehensive income
Equity
Reclassification to Assets Held for Sale
Foreign exchange and other adjustments

2,264
45

1,332
379

1,531
(557)
22

(861)
(143)

1,244
418
156

77
(116)
321
4
(136)
17

5,587
26
499
4
(1,218)
(607)

At 31 December 2015

1,351

Assets
Liabilities

1,351

Assets
Liabilities
At 1 January 2014
Income statement
Other comprehensive income
Equity
Foreign exchange and other adjustments

(186)
(137)

Expense
provisions
$m

Other
$m

(386)
(161)

Total
$m

76
98

87
(139)

1,388

1,170

(1,056)

1,271

167

4,291

1,388

1,400
(230)

(1,056)

1,271

1,050
(883)

6,4602
(2,169)2

2,837

978

1,383
(213)

(840)

1,398

1,748
(745)

8,344
(1,798)

2,837
(408)

(165)

978
396

(42)

1,170
361
(12)

12

(840)
(76)

55

1,398
(86)

(68)

1,003
(212)
(680)
(20)
(14)

6,546
(25)
(692)
(20)
(222)

At 31 December 2014

2,264

1,332

1,531

(861)

1,244

77

5,587

Assets
Liabilities

2,264

1,332

1,764
(233)

(861)

1,244

836
(759)

7,4402
(1,853)2

1 Fair value of own debt.


2 After netting off balances within countries, the balances as disclosed in the accounts are as follows: deferred tax assets $6,051m (2014: $7,111m); and
deferred tax liabilities $1,760m (2014:$1,524m).

The net deferred tax asset of $4.3bn (2014: $5.6bn) includes $4.5bn (2014: $4.1bn) deferred tax assets relating to the US. In
applying judgement in recognising deferred tax assets, management has critically assessed all available information, including
future business profit projections and the track record of meeting forecasts. On the basis of this assessment, management
expects substantially all the US deferred tax assets to be utilised by 2021. The fall in net deferred tax assets since 31 December
2014 is mainly attributable to the reclassification of $1.2bn Brazilian net deferred tax balances to assets held for sale.
Unrecognised deferred tax
The amount of temporary differences, unused tax losses and tax credits for which no deferred tax asset is recognised in the
balance sheet was $15.5bn (2014: $22.6bn). These amounts included unused state losses arising in the Groups US operations
of $11.3bn (2014: $14.1bn). Of the total amounts unrecognised, $3.1bn (2014: $4.2bn) had no expiry date, $0.9bn (2014:
$0.9bn) was scheduled to expire within 10 years and the remaining is expected to expire after 10 years.
Deferred tax is not recognised in respect of the Groups investments in subsidiaries and branches where HSBC is able to control
the timing of remittance or other realisation and where remittance or realisation is not probable in the foreseeable future. The
aggregate temporary differences relating to unrecognised deferred tax liabilities arising on investments in subsidiaries and
branches is $9.1bn the corresponding unrecognised deferred tax liability is $0.6bn.

Dividends

Dividends to shareholders of the parent company


2015

Dividends paid on ordinary shares


In respect of previous year:
fourth interim dividend
In respect of current year:
first interim dividend
second interim dividend
third interim dividend
Total
Total dividends on preference shares classified
as equity (paid quarterly)

2014

Total
$m

Settled
in scrip
$m

Per
share
$

0.20

3,845

2,011

0.10
0.10
0.10

1,951
1,956
1,958

0.50

9,710

62.00

90

Per
share
$

Total
$m

Per
share
$

Total
$m

Settled
in scrip
$m

0.19

3,582

1,827

0.18

3,339

540

231
160
760

0.10
0.10
0.10

1,906
1,914
1,918

284
372
226

0.10
0.10
0.10

1,861
1,864
1,873

167
952
864

3,162

0.49

9,320

2,709

0.48

8,937

2,523

62.00

90

62.00

90

HSBC HOLDINGS PLC

371

2013
Settled
in scrip
$m

Shareholder Information

(673)
(285)

Insurance
business
$m

Financial Review

Derivatives,
FVOD1
and other
investments
$m

Corporate Governance

Unused tax
losses and
tax credits
$m

Financial Statements

Loan
impairment
provisions
$m

Strategic Report

Movement of deferred tax assets and liabilities

Notes on the Financial Statements (continued)


9 Dividends / 10 Earnings per share / 11 Segmental analysis

Total coupons on capital securities classified as equity


2015
First Per security
call date
Perpetual subordinated capital securities1,3
$2,200m
$3,800m
Perpetual subordinated contingent convertible securities2,3
$2,250m
$1,500m
1,500m
$2,450m

Total
$m

2014
Total
$m

2013
Total
$m

Apr 2013
Dec 2015

$2.032
$2.000

179
304

179
304

179
304

Sep 2024
Jan 2020
Sep 2022
Mar 2025

$63.750
$56.250
52.500
$63.750

143
70
86
78

860

483

483

Total

1 Discretionary coupons are paid quarterly on the perpetual subordinated capital securities, in denominations of $25 per security.
2 Discretionary coupons are paid semi-annually on the perpetual subordinated contingent convertible securities, in denominations of 1,000 per security.
3 Further details of these securities can be found in Note 35.

The Directors declared after the end of the year a fourth interim dividend in respect of the financial year ended 31 December
2015 of $0.21 per ordinary share, a distribution of approximately $4,134m. The fourth interim dividend will be payable on
20 April 2016 to holders of record on 4 March 2016 on the Principal Register in the UK, the Hong Kong or the Bermuda
Overseas Branch registers. No liability was recorded in the financial statements in respect of the fourth interim dividend for
2015.
On 15 January 2016, HSBC paid a coupon on the $2,200m subordinated capital securities of $0.508 per security, a distribution
of $45m. On 19 January 2016, HSBC paid a coupon on the $1,500m subordinated contingent convertible securities of $28.125
per security, a distribution of $42m. No liability was recorded in the balance sheet at 31 December 2015 in respect of these
coupon payments.
In September 2015, HSBC issued a 1,000m subordinated contingent convertible securities as set out in Note 35 which is
classified as equity under IFRSs. Coupons are paid semi-annually and to date no payments have fallen due.

10 Earnings per share


Basic earnings per ordinary share is calculated by dividing the profit attributable to ordinary shareholders of the parent
company by the weighted average number of ordinary shares outstanding, excluding own shares held. Diluted earnings per
ordinary share is calculated by dividing the basic earnings, which require no adjustment for the effects of dilutive potential
ordinary shares, by the weighted average number of ordinary shares outstanding, excluding own shares held, plus the
weighted average number of ordinary shares that would be issued on conversion of dilutive potential ordinary shares.
Profit attributable to the ordinary shareholders of the parent company
2015
$m

2014
$m

2013
$m

Profit attributable to shareholders of the parent company


Dividend payable on preference shares classified as equity
Coupon payable on capital securities classified as equity

13,522
(90)
(860)

13,688
(90)
(483)

16,204
(90)
(483)

Year ended 31 December

12,572

13,115

15,631

Basic and diluted earnings per share


2015
Number
Profit of shares
$m (millions)

Per
share
$

2014
Number
Profit of shares
$m (millions)

Per
share
$

2013
Number
Profit of shares
$m (millions)

Per
Share
$

Basic1
Effect of dilutive potential ordinary shares

12,572

19,380
137

0.65

13,115

18,960
96

0.69

15,631

18,530
124

0.84

Diluted1

12,572

19,517

0.64

13,115

19,056

0.69

15,631

18,654

0.84

1 Weighted average number of ordinary shares outstanding (basic) or assuming dilution (diluted).

The weighted average number of dilutive potential ordinary shares excluded 7m employee share options that were
anti-dilutive (2014: 6m; 2013: 60m).

HSBC HOLDINGS PLC

372

11 Segmental analysis

Retail Banking and Wealth Management (RBWM) offers a broad range of products and services to meet the personal
banking and wealth management needs of individual customers. Typically, customer offerings include personal banking
products (current and savings accounts, mortgages and personal loans, credit cards, debit cards and local and international
payment services) and wealth management services (insurance and investment products, global asset management
services and financial planning services).
Commercial Banking (CMB) offers a broad range of products and services to serve the needs of our commercial customers,
including small and medium-sized enterprises, mid-market enterprises and corporates. These include credit and lending,
international trade and receivables finance, treasury management and liquidity solutions (payments and cash management
and commercial cards), commercial insurance and investments. CMB also offers its customers access to products and
services offered by other global businesses, for example Global Banking and Markets (GB&M), which include foreign
exchange products, raising capital on debt and equity markets and advisory services.
GB&M provides tailored financial solutions to major government, corporate and institutional clients and private investors
worldwide. The client-focused business lines deliver a full range of banking capabilities including financing, advisory and
transaction services, a markets business that provides services in credit, rates, foreign exchange, equities, money markets
and securities services, and principal investment activities.

Shareholder Information

Global Private Banking (GPB) provides a range of services to high net worth individuals and families with complex and
international needs within the Groups priority markets.

Financial Review

HSBC provides a comprehensive range of banking and related financial services to its customers in its five geographical regions.
HSBCs operating segments are Europe, Asia, Middle East and North Africa, North America and Latin America. The products
and services offered to customers are organised by global business.

Corporate Governance

Products and services

Financial Statements

HSBC has a matrix management structure. HSBCs chief operating decision-maker is the Group Management Board (GMB) which operates
as a general management committee under the direct authority of the Board. The GMB regularly reviews operating activity on a number of
bases, including by geographical region and by global business. HSBC considers that geographical operating segments represent the most
appropriate information for the users of the financial statements to best evaluate the nature and financial effects of the business activities in
which HSBC engages, and the economic environments in which it operates. This reflects the importance of geographical factors on business
strategy and performance, the allocation of capital resources, and the role of geographical regional management in executing strategy. As a
result, HSBCs operating segments are considered to be geographical regions.
Geographical information is classified by the location of the principal operations of the subsidiary or, for The Hongkong and Shanghai Banking
Corporation, HSBC Bank plc, HSBC Bank Middle East and HSBC Bank USA, by the location of the branch responsible for reporting the results
or providing funding.
Measurement of segmental assets, liabilities, income and expenses is in accordance with the Groups accounting policies. Segmental income
and expenses include transfers between segments and these transfers are conducted at arms length. Shared costs are included in segments
on the basis of the actual recharges made. The expense of the UK bank levy is included in the Europe geographical region as HSBC regards
the levy as a cost of carrying on business and being headquartered in the UK.

Strategic Report

Accounting policy

HSBC HOLDINGS PLC

373

Notes on the Financial Statements (continued)


11 Segmental analysis

Profit/(loss) for the year


Europe
$m

Asia
$m

MENA
$m

North
America
$m

Latin
America
$m

2015
Net interest income
Net fee income
Net trading income
Other income

10,005
4,891
4,060
2,102

12,184
6,032
3,090
3,997

1,531
633
325
76

4,532
2,018
545
562

4,318
1,131
664
479

(39)

39
(3,375)

32,531
14,705
8,723
3,841

Net operating income1

21,058

25,303

2,565

7,657

6,592

(3,375)

59,800

Loan impairment (charges)/recoveries


and other credit risk provisions

(690)

(693)

(299)

(544)

(1,495)

Total
$m

(3,721)

Net operating income

20,368

24,610

Employee compensation and benefits


General and administrative expenses
Depreciation and impairment of
property, plant and equipment
Amortisation and impairment of
intangible assets

(7,872)
(10,849)

(6,105)
(4,164)

(552)

(410)

(460)

(210)

(12)

(55)

(200)

(937)

Total operating expenses

(19,733)

(10,889)

(1,234)

(6,501)

(4,786)

3,375

(39,768)

635

13,721

1,032

612

2,042

505

643

15,763

1,537

614

Operating profit
Share of profit in associates and joint ventures
Profit before tax
Tax expense
Profit/(loss) for the year

(1,095)
(452)

2,266

IntraHSBC items
$m

(2,346)

7,113

5,097

(3,375)

56,079

(718)
(478)

(3,113)
(3,168)

(2,092)
(2,378)

3,375

(19,900)
(17,662)

(26)

(165)

(116)

(1,269)

(336)

311
(1)

16,311

2,556

310

18,867

80

(74)

(3,771)

13,417

1,201

694

236

15,096

2014
Net interest income
Net fee income
Net trading income
Other income

10,611
6,042
2,534
2,384

12,273
5,910
2,622
2,872

1,519
650
314
65

5,015
1,940
411
786

5,310
1,415
856
691

(23)

23
(2,972)

34,705
15,957
6,760
3,826

Net operating income1

21,571

23,677

2,548

8,152

8,272

(2,972)

61,248

(322)

(2,124)

Loan impairment (charges)/recoveries


and other credit risk provisions

(764)

(647)

(3,851)

20,807

23,030

Employee compensation and benefits


General and administrative expenses
Depreciation and impairment of
property, plant and equipment
Amortisation and impairment of
intangible assets

(8,191)
(11,076)

(5,862)
(3,959)

(543)

(389)

(407)

(217)

(12)

(69)

(231)

(936)

Total operating expenses

(20,217)

(10,427)

(1,216)

(6,429)

(5,932)

2,972

(41,249)

590

12,603

1,338

1,401

216

2,022

488

16

2,532

596

14,625

1,826

1,417

216

18,680

(46)

(3,975)

170

14,705

Operating profit
Share of profit in associates and joint ventures
Profit before tax
Tax expense

(853)

(2,542)

Profit/(loss) for the year

(257)

12,083

2,554

Net operating income

HSBC HOLDINGS PLC

374

7,830

6,148

(2,972)

57,397

(676)
(500)

(3,072)
(3,108)

(2,565)
(2,894)

2,972

(20,366)
(18,565)

(28)

(180)

(242)

(1,382)

(339)
1,487

(195)
1,222

16,148

Europe
$m

Asia
$m

MENA
$m

North
America
$m

Latin
America
$m

IntraHSBC items
$m

Total
$m

2013
Net interest income
Net fee income
Net trading income
Other income/(expense)

10,693
6,032
4,423
(181)

11,432
5,936
2,026
5,038

1,486
622
357
38

5,742
2,143
948
(30)

6,186
1,701
936
1,745

(2,628)

35,539
16,434
8,690
3,982

Net operating income1

20,967

24,432

2,503

8,803

10,568

(2,628)

64,645

42

(1,197)

(2,666)

7,606

7,902

(2,628)

58,796

Loan impairment (charges)/recoveries


and other credit risk provisions

(1,530)

Net operating income

19,437

23,934

Employee compensation and benefits


General and administrative expenses
Depreciation and impairment of
property, plant and equipment
Amortisation and impairment of
intangible assets

(7,175)
(9,479)

(5,666)
(3,660)

(634)
(607)

(3,098)
(3,051)

(2,623)
(2,896)

2,628

(19,196)
(17,065)

(559)

(392)

(35)

(176)

(202)

(1,364)

2,545

(5,849)

(400)

(218)

(13)

(91)

(209)

(931)

(17,613)

(9,936)

(1,289)

(6,416)

(5,930)

2,628

(38,556)

1,824

13,998

1,256

1,190

1,972

1,855

438

31

2,325

Profit before tax

1,825

15,853

1,694

1,221

1,972

22,565

Tax expense

(1,279)

Total operating expenses


Operating profit
Share of profit in associates and joint ventures

Profit for the year

546

(2,170)

(328)

13,683

1,366

(313)
908

(675)
1,297

20,240

(4,765)

17,800

IntraHSBC items
$m

Total
$m

Financial Review

(498)

Strategic Report

Profit/(loss) for the year (continued)

1 Net operating income before loan impairment charges and other credit risk provisions, also referred to as revenue.

2014
Net operating income1
external
inter-segment
Profit for the year includes the following
significant non-cash items:
Depreciation, amortisation and impairment
Loan impairment losses gross of recoveries
and other credit risk provisions
Changes in fair value of long-term debt and
related derivatives
2013
Net operating income1
external
inter-segment
Profit for the year includes the following
significant non-cash items:
Depreciation, amortisation and impairment
Loan impairment losses gross of recoveries
and other credit risk provisions
Changes in fair value of long-term debt and
related derivatives

MENA
$m

North
America
$m

Latin
America
$m

21,058
19,778
1,280

25,303
23,477
1,826

2,565
2,559
6

7,657
7,386
271

1,013

620

38

195

315

2,181

1,082

858

331

618

1,641

4,530

671

181

863

21,571
20,450
1,121

23,677
22,071
1,606

2,548
2,524
24

8,152
7,937
215

8,272
8,266
6

950

606

40

182

473

2,251

1,066

800

37

437

2,466

4,806

508

6,592
6,600
(8)

(3,375)

(3,375)

(2,972)

(2,972)

59,800
59,800

61,248
61,248

614

(4)

(3)

(99)

20,967
20,108
859

24,432
22,853
1,579

2,503
2,497
6

8,803
8,569
234

957

610

48

303

412

2,330

2,165

665

45

1,321

2,949

7,145

(1,228)

(936)

(1)

(3)

10,568
10,618
(50)

(288)

1 Net operating income before loan impairment charges and other credit risk provisions, also referred to as revenue.

HSBC HOLDINGS PLC

375

(2,628)

(2,628)

64,645
64,645

Financial Statements

Profit for the year includes the following


significant non-cash items:
Depreciation, amortisation and impairment
Loan impairment losses gross of recoveries
and other credit risk provisions
Changes in fair value of long-term debt and
related derivatives

Asia
$m

Shareholder Information

2015
Net operating income1
external
inter-segment

Europe
$m

Corporate Governance

Other information about the profit/(loss) for the year

Notes on the Financial Statements (continued)


11 Segmental analysis / 12 Trading assets

Balance sheet information

At 31 December 2015
Loans and advances to customers
Interests in associates and joint ventures
Total assets
Customer accounts
Total liabilities
Capital expenditure incurred1
At 31 December 2014
Loans and advances to customers
Interests in associates and joint ventures
Total assets
Customer accounts
Total liabilities
Capital expenditure incurred1
At 31 December 2013
Loans and advances to customers
Interests in associates and joint ventures
Total assets
Customer accounts
Total liabilities

Europe
$m

Asia
$m

MENA
$m

North
America
$m

Latin
America
$m

392,041
198
1,129,365
497,876
1,067,127

356,375
15,720
889,747
598,620
813,466

29,894
3,176
59,236
36,468
49,126

128,851
45
393,960
135,152
355,506

17,293

86,262
21,470
75,827

1,182

725

34

198

187

409,733
175
1,290,926
545,959
1,223,371

362,955
14,958
878,723
577,491
807,998

29,063
2,955
62,417
39,720
52,569

129,787
83
436,859
138,884
398,356

43,122
10
115,354
48,588
102,007

1,168

637

25

208

348

456,110
169
1,392,959
581,933
1,326,537

336,897
13,822
831,791
548,483
770,938

27,211
2,575
60,810
38,683
50,706

127,953
74
432,035
140,809
393,635

43,918

113,999
51,389
99,319

907

1,236

32

265

385

Capital expenditure incurred1

IntraHSBC items
$m

(148,914)

(148,914)

(150,140)

(150,140)

(160,276)

(160,276)

Total
$m
924,454
19,139
2,409,656
1,289,586
2,212,138
2,326
974,660
18,181
2,634,139
1,350,642
2,434,161
2,386
992,089
16,640
2,671,318
1,361,297
2,480,859
2,825

1 Expenditure incurred on property, plant and equipment and other intangible assets. Excludes assets acquired as part of business combinations and goodwill.

Other financial information


Net operating income by global business
RBWM3
$m

CMB3
$m

GB&M
$m

GPB
$m

Other1
$m

Intra-HSBC
items
$m

Total
$m

2015
Net operating income2
external
internal

23,516
20,941
2,575

14,870
15,021
(151)

18,233
20,994
(2,761)

2,172
1,888
284

7,604
956
6,648

(6,595)

(6,595)

59,800
59,800

2014
Net operating income2
external
internal

25,149
23,202
1,947

15,748
16,369
(621)

17,778
20,055
(2,277)

2,377
1,980
397

6,365
(358)
6,723

(6,169)

(6,169)

61,248
61,248

2013
Net operating income2
external
internal

27,453
25,702
1,751

15,652
16,577
(925)

19,176
20,767
(1,591)

2,439
1,955
484

5,651
(356)
6,007

(5,726)

(5,726)

64,645
64,645

Information by country
2015
External net
operating
income2,4
$m

2014
Non- External net
current
operating
assets5
income2,4
$m
$m

2013
Non- External net
current
operating
assets5
income2,4
$m
$m

Noncurrent
assets5
$m

UK
Hong Kong
USA
France
Brazil
Other countries

14,132
14,447
5,541
2,706
3,546
19,428

7,581
10,979
4,066
9,326
28
27,503

14,392
12,656
5,736
2,538
4,817
21,109

8,671
12,376
5,685
10,301
1,403
28,273

13,347
12,031
6,121
3,111
5,364
24,671

17,481
12,170
4,189
11,565
1,715
27,879

Year ended/at 31 December

59,800

59,483

61,248

66,709

64,645

74,999

1 The main items reported in Other are certain property activities, unallocated investment activities, centrally held investment companies, movements
in fair value of own debt and HSBCs holding company and financing operations. Other also includes gains and losses on the disposal of certain
significant subsidiaries or business units.
2 Net operating income before loan impairment charges and other credit risk provisions, also referred to as revenue.
3 In the first half of 2015, a portfolio of customers was transferred from CMB to RBWM in Latin America in order to better align the combined banking
needs of the customers with our established global businesses. Comparative data have been re-presented accordingly.
4 External net operating income is attributed to countries on the basis of the location of the branch responsible for reporting the results or advancing the funds.
5 Non-current assets consist of property, plant and equipment, goodwill, other intangible assets, interests in associates and joint ventures and certain
other assets expected to be recovered more than 12 months after the reporting period.

HSBC HOLDINGS PLC

376

12 Trading assets

Trading assets
2015
$m

2014
$m

Trading assets:
not subject to repledge or resale by counterparties
which may be repledged or resold by counterparties

192,204
32,633

247,586
56,607

At 31 December

224,837

304,193

7,829
99,038
66,491

16,170
141,532
75,249

Trading securities at fair value


Loans and advances to banks1
Loans and advances to customers1

173,358
22,303
29,176

232,951
27,581
43,661

At 31 December

224,837

304,193

Treasury and other eligible bills


Debt securities
Equity securities

Financial Review

Financial assets are classified as held for trading if they have been acquired principally for the purpose of selling in the near term, or form
part of a portfolio of identified financial instruments that are managed together and for which there is evidence of a recent pattern of shortterm profit-taking. They are recognised on trade date, when HSBC enters into contractual arrangements with counterparties, and are
normally derecognised when sold. They are initially measured at fair value, with transaction costs taken to the income statement.
Subsequent changes in their fair values and interest are recognised in the income statement in Net trading income.

Strategic Report

Accounting policy

1 Loans and advances to banks and customers include settlement accounts, stock borrowing, reverse repos and other amounts.

14,833
10,177
6,495
48,567
3,135
23,660
66,491

25,880
9,280
6,946
78,774
3,494
33,328
75,249

173,358

232,951

1 Included within these figures are debt securities issued by banks and other financial institutions of $16,403m (2014: $22,399m), of which $1,034m
(2014: $2,949m) are guaranteed by various governments.
2 Includes securities that are supported by an explicit guarantee issued by the US Government.
3 Excludes asset-backed securities included under US Treasury and US Government agencies.

Trading securities listed on a recognised exchange and unlisted


Treasury
and other
eligible bills
$m

Debt
securities
$m

Equity
securities
$m

Total
$m

Fair value
Listed1
Unlisted2

295
7,534

71,184
27,854

66,152
339

137,631
35,727

At 31 December 2015

7,829

99,038

66,491

173,358

Fair value
Listed1
Unlisted2

1,311
14,859

98,028
43,504

74,542
707

173,881
59,070

At 31 December 2014

16,170

141,532

75,249

232,951

1 Included within listed investments are $5,722m (2014: $5,956m) of securities listed in Hong Kong.
2 Unlisted treasury and other eligible bills primarily comprise treasury bills not listed on an exchange but for which there is a liquid market.

HSBC HOLDINGS PLC

377

Financial Statements

At 31 December

2014
$m

Shareholder Information

US Treasury and US Government agencies2


UK Government
Hong Kong Government
Other government
Asset-backed securities3
Corporate debt and other securities
Equity securities

2015
$m

Corporate Governance

Trading securities valued at fair value1

Notes on the Financial Statements (continued)


13 Fair values of financial instruments carried at fair value

13 Fair values of financial instruments carried at fair value


Accounting policy
All financial instruments are recognised initially at fair value. Fair value is the price that would be received to sell an asset or paid to transfer
a liability in an orderly transaction between market participants at the measurement date. The fair value of a financial instrument on initial
recognition is generally its transaction price (that is, the fair value of the consideration given or received). However, sometimes the fair value
will be based on other observable current market transactions in the same instrument, without modification or repackaging, or on a
valuation technique whose variables include only data from observable markets, such as interest rate yield curves, option volatilities and
currency rates. When such evidence exists, HSBC recognises a trading gain or loss at inception (day 1 gain or loss), being the difference
between the transaction price and the fair value. When significant unobservable parameters are used, the entire day 1 gain or loss is
deferred and is recognised in the income statement over the life of the transaction until the transaction matures or is closed out, the
valuation inputs become observable or HSBC enters into an offsetting transaction.
The fair value of financial instruments is generally measured on an individual basis. However, in cases where HSBC manages a group of
financial assets and liabilities according to its net market or credit risk exposure, the fair value of the group of financial instruments is
measured on a net basis but the underlying financial assets and liabilities are presented separately in the financial statements, unless they
satisfy the IFRSs offsetting criteria as described in Note 32.

Critical accounting estimates and judgements


Valuation of financial instruments
The best evidence of fair value is a quoted price in an actively traded principal market. The fair values of financial instruments that are
quoted in active markets are based on bid prices for assets held and offer prices for liabilities issued. When a financial instrument has a
quoted price in an active market, the fair value of the total holding of the financial instrument is calculated as the product of the number of
units and the quoted price. The judgement as to whether a market is active may include, but is not restricted to, consideration of factors
such as the magnitude and frequency of trading activity, the availability of prices and the size of bid/offer spreads. The bid/offer spread
represents the difference in prices at which a market participant would be willing to buy compared with the price at which they would be
willing to sell. Valuation techniques may incorporate assumptions about factors that other market participants would use in their valuations,
including:
the likelihood and expected timing of future cash flows on the instrument. Judgement may be required to assess the counterpartys
ability to service the instrument in accordance with its contractual terms. Future cash flows may be sensitive to changes in market rates;
selecting an appropriate discount rate for the instrument. Judgement is required to assess what a market participant would regard as the
appropriate spread of the rate for an instrument over the appropriate risk-free rate; and
judgement to determine what model to use to calculate fair value in areas where the choice of valuation model is particularly subjective,
for example, when valuing complex derivative products.
A range of valuation techniques is employed, dependent on the instrument type and available market data. Most valuation techniques are
based upon discounted cash flow analyses, in which expected future cash flows are calculated and discounted to present value using a
discounting curve. Prior to considering credit risk, the expected future cash flows may be known, as would be the case for the fixed leg of an
interest rate swap, or may be uncertain and require projection, as would be the case for the floating leg of an interest rate swap. Projection
utilises market forward curves, if available. In option models, the probability of different potential future outcomes must be considered. In
addition, the value of some products is dependent on more than one market factor, and in these cases it will typically be necessary to
consider how movements in one market factor may affect the other market factors. The model inputs necessary to perform such calculations
include interest rate yield curves, exchange rates, volatilities, correlations and prepayment and default rates. For interest rate derivatives
with collateralised counterparties and in significant currencies, HSBC uses a discounting curve that reflects the overnight interest rate.
The majority of valuation techniques employ only observable market data. However, certain financial instruments are valued on the basis of
valuation techniques that feature one or more significant market inputs that are unobservable, and for them the measurement of fair value
is more judgemental. An instrument in its entirety is classified as valued using significant unobservable inputs if, in the opinion of
management, a significant proportion of the instruments inception profit or greater than 5% of the instruments valuation is driven by
unobservable inputs. Unobservable in this context means that there is little or no current market data available from which to determine
the price at which an arms length transaction would be likely to occur. It generally does not mean that there is no data available at all upon
which to base a determination of fair value (consensus pricing data may, for example, be used).

Control framework
Fair values are subject to a control framework designed to ensure that they are either determined or validated by a function
independent of the risk taker.
For all financial instruments where fair values are determined by reference to externally quoted prices or observable pricing
inputs to models, independent price determination or validation is utilised. In inactive markets HSBC will source alternative
market information to validate the financial instruments fair value, with greater weight given to information that is considered
to be more relevant and reliable. The factors that are considered in this regard are, inter alia:

the extent to which prices may be expected to represent genuine traded or tradeable prices;
the degree of similarity between financial instruments;
the degree of consistency between different sources;
the process followed by the pricing provider to derive the data;
the elapsed time between the date to which the market data relates and the balance sheet date; and

HSBC HOLDINGS PLC

378

For fair values determined using valuation models, the control framework may include, as applicable, development or
validation by independent support functions of (i) the logic within valuation models; (ii) the inputs to these models; (iii) any
adjustments required outside the valuation models; and (iv) where possible, model outputs. Valuation models are subject to
a process of due diligence and calibration before becoming operational and are calibrated against external market data on
an ongoing basis.
Changes in fair value are generally subject to a profit and loss analysis process. This process disaggregates changes in fair
value into three high level categories; (i) portfolio changes, such as new transactions or maturing transactions, (ii) market
movements, such as changes in foreign exchange rates or equity prices, and (iii) other, such as changes in fair value
adjustments (see further below).

Strategic Report

the manner in which the data was sourced.

The majority of financial instruments measured at fair value are in GB&M. GB&Ms fair value governance structure is
illustrated below as an example:

Consist of valuation experts from

Establishing accounting policies

several independent support

for fair value


governing valuation

Provides
results

Ensuring compliance with all


relevant accounting standards

functions (product control,


market risk management,
quantitative risk and valuation

Chaired by Global Head of


Product Control,
Overseen by and
report all valuations

Global Markets

considered to have
material subjectivity

Consists of Heads of

group and finance), in addition

Global Markets, Finance

to senior management

and Risk functions

Financial liabilities measured at fair value


In certain circumstances, HSBC records its own debt in issue at fair value, based on quoted prices in an active market for the
specific instrument concerned, where available. An example of this is where own debt in issue is hedged with interest rate
derivatives. When quoted market prices are unavailable, the own debt in issue is valued using valuation techniques, the inputs
for which are either based upon quoted prices in an inactive market for the instrument or are estimated by comparison with
quoted prices in an active market for similar instruments. In both cases, the fair value includes the effect of applying the credit
spread which is appropriate to HSBCs liabilities. The change in fair value of issued debt securities attributable to the Groups
own credit spread is computed as follows: for each security at each reporting date, an externally verifiable price is obtained or
a price is derived using credit spreads for similar securities for the same issuer. Then, using discounted cash flow, each security
is valued using a Libor-based discount curve. The difference in the valuations is attributable to the Groups own credit spread.
This methodology is applied consistently across all securities.
Structured notes issued and certain other hybrid instrument liabilities are included within trading liabilities and are measured
at fair value. The credit spread applied to these instruments is derived from the spreads at which HSBC issues structured notes.
Gains and losses arising from changes in the credit spread of liabilities issued by HSBC reverse over the contractual life of the
debt, provided that the debt is not repaid at a premium or a discount.
Fair value hierarchy
Fair values of financial assets and liabilities are determined according to the following hierarchy:

Level 1 valuation technique using quoted market price: financial instruments with quoted prices for identical instruments

Corporate Governance

Responsible for fair value:

Establishing procedures

Valuation Committee
Review Group

Valuation Committees

Financial Statements

Finance

Financial Review

Group Finance Director

in active markets that HSBC can access at the measurement date.


active markets or quoted prices for identical or similar instruments in inactive markets and financial instruments valued
using models where all significant inputs are observable.

Level 3 valuation technique with significant unobservable inputs: financial instruments valued using valuation techniques
where one or more significant inputs are unobservable.

HSBC HOLDINGS PLC

379

Shareholder Information

Level 2 valuation technique using observable inputs: financial instruments with quoted prices for similar instruments in

Notes on the Financial Statements (continued)


13 Fair values of financial instruments carried at fair value

The following table sets out the financial instruments by fair value hierarchy.
Financial instruments carried at fair value and bases of valuation
Quoted
market
price
Level 1
$m
Recurring fair value measurements at 31 December 2015
Assets
Trading assets
Financial assets designated at fair value
Derivatives
Financial investments: available for sale
Liabilities
Trading liabilities
Financial liabilities designated at fair value
Derivatives
Recurring fair value measurements at 31 December 2014
Assets
Trading assets
Financial assets designated at fair value
Derivatives
Financial investments: available for sale
Liabilities
Trading liabilities
Financial liabilities designated at fair value
Derivatives

Valuation techniques
Using With significant
observable
unobservable
inputs
inputs
Level 2
Level 3
$m
$m

Total
$m

133,095
18,947
1,922
262,929

84,886
4,431
284,292
117,197

6,856
474
2,262
4,727

224,837
23,852
288,476
384,853

41,462
5,260
2,243

95,867
61,145
277,618

4,285
3
1,210

141,614
66,408
281,071

180,446
23,697
4,366
241,464

117,279
4,614
337,718
131,264

6,468
726
2,924
4,988

304,193
29,037
345,008
377,716

62,385
3,792
4,649

122,048
72,361
334,113

6,139

1,907

190,572
76,153
340,669

The decrease in Level 1 and Level 2 trading assets and liabilities during the period reflects a decrease in inventory across a wide
range of securities. The decrease in Level 2 derivative assets and liabilities is driven by participation in portfolio compression
exercises and market movement.
Transfers between Level 1 and Level 2 fair values

Available
for sale
$m

Assets
Designated
at fair value
Held for
through
trading profit or loss
$m
$m

Derivatives
$m

Held for
trading
$m

Liabilities
Designated
at fair value
through
profit or loss
$m

Derivatives
$m

At 31 December 2015
Transfers from Level 1 to Level 2
Transfers from Level 2 to Level 1

67
487

56
2

1,563
515

857
2

100

At 31 December 2014
Transfers from Level 1 to Level 2
Transfers from Level 2 to Level 1

2,702

18,149

22,964

Fair value adjustments


Fair value adjustments are adopted when HSBC considers that there are additional factors that would be considered by a
market participant which are not incorporated within the valuation model. HSBC classifies fair value adjustments as either
risk-related or model-related. The majority of these adjustments relate to GB&M.
Movements in the level of fair value adjustments do not necessarily result in the recognition of profits or losses within the
income statement. For example, as models are enhanced, fair value adjustments may no longer be required. Similarly, fair
value adjustments will decrease when the related positions are unwound, but this may not result in profit or loss.

HSBC HOLDINGS PLC

380

Model-related
model limitation
other

2014
$m

1,402
477
95
853
(465)
442
0

1,958
539
357
871
(270)
460
1

97
92
5

Inception profit (Day 1 P&L reserves) (Note 16)


At 31 December

57
52
5

97

114

1,596

2,129

Fair value adjustments declined by $533m during the year. The most significant movement was a decline of $262m in respect
of the uncertainty category, driven by the reclassification to model limitation of an adjustment relating to derivative
discounting assumptions. This adjustment reduced significantly following contract renegotiations with certain counterparties.
The debit valuation adjustment increased by $195m as a result of the widening of HSBCs credit spreads.
Risk-related adjustments
Bid-offer

Financial Review

Type of adjustment
Risk-related
bid-offer
uncertainty
credit valuation adjustment
debit valuation adjustment
funding fair value adjustment
other

2015
$m

Strategic Report

Global Banking and Markets fair value adjustments

Uncertainty
Certain model inputs may be less readily determinable from market data, and/or the choice of model itself may be more
subjective. In these circumstances, there exists a range of possible values that the financial instrument or market parameter
may assume and an adjustment may be necessary to reflect the likelihood that in estimating the fair value of the financial
instrument, market participants would adopt more conservative values for uncertain parameters and/or model assumptions
than those used in the valuation model.
Credit valuation adjustment

Corporate Governance

IFRS 13 Fair value measurement requires use of the price within the bid-offer spread that is most representative of fair value.
Valuation models will typically generate mid-market values. The bid-offer adjustment reflects the extent to which bid-offer
costs would be incurred if substantially all residual net portfolio market risks were closed using available hedging instruments
or by disposing of or unwinding the position.

The DVA is an adjustment to the valuation of OTC derivative contracts to reflect within fair value the possibility that HSBC may
default, and that HSBC may not pay full market value of the transactions (see below).
Funding fair value adjustment
The funding fair value adjustment (FFVA) is calculated by applying future market funding spreads to the expected future
funding exposure of any uncollateralised component of the OTC derivative portfolio. This includes the uncollateralised
component of collateralised derivatives in addition to derivatives that are fully uncollateralised. The expected future funding
exposure is calculated by a simulation methodology, where available. The expected future funding exposure is adjusted for
events that may terminate the exposure such as the default of HSBC or the counterparty. The FFVA and DVA are calculated
independently.
Model-related adjustments
Model limitation
Models used for portfolio valuation purposes may be based upon a simplifying set of assumptions that do not capture all
material market characteristics. Additionally, markets evolve, and models that were adequate in the past may require
development to capture all material market characteristics in current market conditions. In these circumstances, model
limitation adjustments are adopted. As model development progresses, model limitations are addressed within the valuation
models and a model limitation adjustment is no longer needed.

HSBC HOLDINGS PLC

381

Shareholder Information

Debit valuation adjustment

Financial Statements

The CVA is an adjustment to the valuation of over-the-counter (OTC) derivative contracts to reflect within fair value the
possibility that the counterparty may default and that HSBC may not receive the full market value of the transactions (see
below).

Notes on the Financial Statements (continued)


13 Fair values of financial instruments carried at fair value

Inception profit (Day 1 P&L reserves)


Inception profit adjustments are adopted when the fair value estimated by a valuation model is based on one or more
significant unobservable inputs. The accounting for inception profit adjustments is discussed on page 378.
Credit valuation adjustment/debit valuation adjustment methodology
HSBC calculates a separate CVA and DVA for each HSBC legal entity, and within each entity for each counterparty to which the
entity has exposure. HSBC calculates the CVA by applying the probability of default (PD) of the counterparty, conditional on
the non-default of HSBC, to HSBCs expected positive exposure to the counterparty and multiplying the result by the loss
expected in the event of default. Conversely, HSBC calculates the DVA by applying the PD of HSBC, conditional on the nondefault of the counterparty, to the expected positive exposure of the counterparty to HSBC and multiplying the result by the
loss expected in the event of default. Both calculations are performed over the life of the potential exposure.
For most products HSBC uses a simulation methodology to calculate the expected positive exposure to a counterparty. This
incorporates a range of potential exposures across the portfolio of transactions with the counterparty over the life of the portfolio.
The simulation methodology includes credit mitigants such as counterparty netting agreements and collateral agreements with the
counterparty.
For certain types of exotic derivatives where the products are not currently supported by the simulation, or for derivative
exposures in smaller trading locations where the simulation tool is not yet available, HSBC adopts alternative methodologies.
The methodologies do not, in general, account for wrong-way risk. Wrong-way risk arises when the underlying value of the
derivative prior to any CVA is positively correlated to the probability of default by the counterparty. When there is significant
wrong-way risk, a trade-specific approach is applied to reflect the wrong-way risk within the valuation.
With the exception of certain central clearing parties, we include all third-party counterparties in the CVA and DVA calculations
and do not net these adjustments across Group entities. We review and refine the CVA and DVA methodologies on an ongoing
basis.
Fair value valuation bases
Financial instruments measured at fair value using a valuation technique with significant unobservable inputs Level 3
Available
for sale
$m

Held for
trading
$m

Private equity including strategic


investments
Asset-backed securities
Loans held for securitisation
Structured notes
Derivatives with monolines
Other derivatives
Other portfolios

3,443
1,053

231

55
531
30
4

6,236

At 31 December 2015

4,727

Private equity including strategic


investments
Asset-backed securities
Loans held for securitisation
Structured notes
Derivatives with monolines
Other derivatives
Other portfolios
At 31 December 2014

Assets
At fair
value1
$m

Liabilities
At fair
Derivavalue1
tives
$m
$m

Derivatives
$m

Total
$m

Held for
trading
$m

453

21

196
2,066

3,951
1,584
30
4
196
2,066
6,488

35

4,250

1,210

35

4,250

1,210
3

6,856

474

2,262

14,319

4,285

1,210

5,498

3,120
1,462

406

164
616
39
2

5,647

239
2,685

3,716
2,078
39
2
239
2,685
6,347

47

6,092

1
1,906

47

6,092
1
1,906

4,988

6,468

432

294
26
726

2,924

15,106

6,139

1,907

8,046

Total
$m

1 Designated at fair value through profit or loss.

Level 3 instruments are present in both ongoing and legacy businesses. Loans held for securitisation, derivatives with
monolines, certain other derivatives and predominantly all Level 3 ABSs are legacy positions. HSBC has the capability to hold
these positions.
Private equity including strategic investments
HSBCs private equity and strategic investments are generally classified as available for sale and are not traded in active
markets. In the absence of an active market, an investments fair value is estimated on the basis of an analysis of the investees
financial position and results, risk profile, prospects and other factors, as well as by reference to market valuations for similar
entities quoted in an active market, or the price at which similar companies have changed ownership.

HSBC HOLDINGS PLC

382

While quoted market prices are generally used to determine the fair value of these securities, valuation models are used to
substantiate the reliability of the limited market data available and to identify whether any adjustments to quoted market
prices are required. For ABSs including residential mortgage-backed securities, the valuation uses an industry standard model
and the assumptions relating to prepayment speeds, default rates and loss severity based on collateral type, and performance,
as appropriate. The valuations output is benchmarked for consistency against observable data for securities of a similar nature.
Loans, including leveraged finance and loans held for securitisation
Loans held at fair value are valued from broker quotes and/or market data consensus providers when available. In the absence
of an observable market, the fair value is determined using alternative valuation techniques. These techniques include
discounted cash flow models, which incorporate assumptions regarding an appropriate credit spread for the loan, derived
from other market instruments issued by the same or comparable entities.

Strategic Report

Asset-backed securities

The fair value of structured notes valued using a valuation technique with significant unobservable inputs is derived from the
fair value of the underlying debt security, and the fair value of the embedded derivative is determined as described in the
paragraph below on derivatives.
Level 3 structured notes principally comprise equity-linked notes which are issued by HSBC and provide the counterparty with
a return that is linked to the performance of certain equity securities, and other portfolios. The notes are classified as Level 3
due to the unobservability of parameters such as long-dated equity volatilities and correlations between equity prices,
between equity prices and interest rates and between interest rates and foreign exchange rates.

Financial Review

Structured notes

OTC (i.e. non-exchange traded) derivatives are valued using valuation models. Valuation models calculate the present value of
expected future cash flows, based upon no-arbitrage principles. For many vanilla derivative products, such as interest rate
swaps and European options, the modelling approaches used are standard across the industry. For more complex derivative
products, there may be some differences in market practice. Inputs to valuation models are determined from observable
market data wherever possible, including prices available from exchanges, dealers, brokers or providers of consensus pricing.
Certain inputs may not be observable in the market directly, but can be determined from observable prices via model
calibration procedures or estimated from historical data or other sources. Examples of inputs that may be unobservable
include volatility surfaces, in whole or in part, for less commonly traded option products, and correlations between market
factors such as foreign exchange rates, interest rates and equity prices.

Shareholder Information

Financial Statements

Derivative products valued using valuation techniques with significant unobservable inputs include certain types of correlation
products, such as foreign exchange basket options, equity basket options, foreign exchange interest rate hybrid transactions
and long-dated option transactions. Examples of the latter are equity options, interest rate and foreign exchange options and
certain credit derivatives. Credit derivatives include certain tranched CDS transactions.

Corporate Governance

Derivatives

HSBC HOLDINGS PLC

383

Notes on the Financial Statements (continued)


13 Fair values of financial instruments carried at fair value

Reconciliation of fair value measurements in Level 3 of the fair value hierarchy


The following table provides a reconciliation of the movement between opening and closing balances of Level 3 financial
instruments, measured at fair value using a valuation technique with significant unobservable inputs:
Movement in Level 3 financial instruments

Available
for sale
$m
At 1 January 2015
Total gains/(losses) recognised in profit or loss
trading income/(expense) excluding net
interest income
net income from other financial
instruments designated at fair value
gains less losses from financial investments
loan impairment charges and other credit
risk provisions
Total gains/(losses) recognised in other
comprehensive income1
available-for-sale investments:
fair value gains
cash flow hedges: fair value gains/(losses)
exchange differences
Purchases
New issuances
Sales
Settlements
Transfers out
Transfers in
At 31 December 2015
Unrealised gains/(losses) recognised in profit
or loss relating to assets and liabilities held
at 31 December 2015
trading income/(expense) excluding net
interest income
net income/(expense) from other financial
instruments designated at fair value
loan impairment charges and other credit
risk provisions

Assets
Designated
at fair value
Held for
through
trading profit or loss
$m
$m

Derivatives
$m

Liabilities
Designated
at fair value
Held for
through
trading profit or loss
$m
$m

Derivatives
$m

4,988
(34)

6,468
109

726
30

2,924
95

6,139
(573)

(1)

1,907
(209)

109

95

(573)

(209)

(269)

30

(1)

235

226

(192)

(11)

(126)

(118)

(1)

(64)

393

(167)

(192)

(11)

(4)
(122)

(118)

(1)

(64)

594

(757)
(32)
(1,471)
1,213

1,745

(1,206)
(146)
(206)
284

250

(50)
(135)
(336)

(38)
(1,015)
422

2
1,471
(66)
(1,260)
(1,743)
433

(4)

(241)
(283)
100

4,727

6,856

474

2,262

4,285

1,210

235

(9)

12

89

384

(1)

267

(9)

89

384

267

12

(1)

235

HSBC HOLDINGS PLC

384

Derivatives
$m

7,245
174

5,347
194

608
56

2,502
959

7,514
(25)

2,335
(5)

194

959

(25)

(5)

198

56

126

(178)

(16)

(126)

(123)

54

208

(82)

(178)

(16)

(9)
(117)

(123)

34
20

Purchases
New issuances
Sales
Settlements
Transfers out
Transfers in

1,505

(1,237)
(1,255)
(3,027)
1,457

705

(481)
(49)
(112)
1,042

273

(149)
(78)

32

27
(544)
106

(31)
2,067

(1,655)
(1,918)
310

(69)
(527)
119

At 31 December 2014

4,988

6,468

726

2,924

6,139

1,907

(24)

46

946

(122)

134

946

(122)

134

46

(24)

Unrealised gains/(losses) recognised in profit


or loss relating to assets and liabilities held
at 31 December 2014
trading income/(expense) excluding net
interest income
net income from other financial
instruments designated at fair value
loan impairment charges and other credit
risk provisions

1 Included in Available-for-sale investments: fair value gains/(losses) and Exchange differences in the consolidated statement of comprehensive
income.

Shareholder Information

In 2015 movement of Level 3 available-for-sale assets are driven by ABS activity, predominantly in the securities investment
conduits. Transfers out of Level 3 available-for-sale assets demonstrates increased confidence in pricing and price coverage,
and transfers in reflect limited availability of third-party prices. Increase in Level 3 held for trading assets is driven by an
increase in recently-issued syndicated loans. The decline in Level 3 held for trading liabilities reflects a decline in the
outstanding balance of Level 3 equity-linked notes, both as a result of market movement and reduced issuance. The decline in
Level 3 derivative assets and liabilities reflects market movement.

Financial Review

(24)

Corporate Governance

Total gains/(losses) recognised in other


comprehensive income1
available-for-sale investments:
fair value gains/(losses)
cash flow hedges: fair value gains/(losses)
exchange differences

Financial Statements

At 1 January 2014
Total gains/(losses) recognised in profit or loss
trading income/(expense) excluding net
interest income
net income from other financial
instruments designated at fair value
gains less losses from financial investments
loan impairment charges and other credit
risk provisions

Derivatives
$m

Liabilities
Designated
at fair value
Held for
through
trading profit or loss
$m
$m

Strategic Report

Available
for sale
$m

Assets
Designated
at fair value
Held for
through
trading profit or loss
$m
$m

HSBC HOLDINGS PLC

385

Notes on the Financial Statements (continued)


13 Fair values of financial instruments carried at fair value

Effect of changes in significant unobservable assumptions to reasonably possible alternatives


Sensitivity of Level 3 fair values to reasonably possible alternative assumptions
Reflected in
profit or loss
Favourable
Unfavourable
changes
changes
$m
$m

Reflected in
other comprehensive income
Favourable
Unfavourable
changes
changes
$m
$m

Derivatives, trading assets and trading liabilities1


Financial assets and liabilities designated at fair value
Financial investments: available for sale

335
24
35

(215)
(24)
(30)

230

(243)

At 31 December 2015

394

(269)

230

(243)

Derivatives, trading assets and trading liabilities1


Financial assets and liabilities designated at fair value
Financial investments: available for sale

296
37
51

(276)
(47)
(67)

270

(350)

At 31 December 2014

384

(390)

270

(350)

1 Derivatives, trading assets and trading liabilities are presented as one category to reflect the manner in which these financial instruments are
risk managed.

The effect of favourable changes is broadly unchanged over the period. The decrease in the effect of unfavourable changes
reflects increased price certainty in respect of private equity and certain legacy funding structures, offset by greater syndicated
loan uncertainty as a result of the increased Level 3 balance.
Sensitivity of fair values to reasonably possible alternative assumptions by Level 3 instrument type
Reflected in profit or loss
Favourable
Unfavourable
changes
changes
$m
$m

Reflected in other
comprehensive income
Favourable
Unfavourable
changes
changes
$m
$m

Private equity including strategic investments


Asset-backed securities
Loans held for securitisation
Structured notes
Derivatives with monolines
Other derivatives
Other portfolios

54
18
1
15
11
179
116

(53)
(12)
(1)
(11)
(11)
(87)
(94)

152
57

21

(171)
(51)

(21)

At 31 December 2015

394

(269)

230

(243)

Private equity including strategic investments


Asset-backed securities
Loans held for securitisation
Structured notes
Derivatives with monolines
Other derivatives
Other portfolios

77
49
1
14
11
129
103

(110)
(22)
(1)
(9)
(11)
(155)
(82)

172
60

38

(255)
(55)

(40)

At 31 December 2014

384

(390)

270

(350)

Favourable and unfavourable changes are determined on the basis of sensitivity analysis. The sensitivity analysis aims to
measure a range of fair values consistent with the application of a 95% confidence interval. Methodologies take account of the
nature of the valuation technique employed, as well as the availability and reliability of observable proxy and historical data.
When the available data is not amenable to statistical analysis, the quantification of uncertainty is judgemental, but remains
guided by the 95% confidence interval.
When the fair value of a financial instrument is affected by more than one unobservable assumption, the above table reflects
the most favourable or the most unfavourable change from varying the assumptions individually.
Key unobservable inputs to Level 3 financial instruments
The table below lists key unobservable inputs to Level 3 financial instruments, and provides the range of those inputs as at
31 December 2015. The core range of inputs is the estimated range within which 90% of the inputs fall. A further description
of the categories of key unobservable inputs is given below.

HSBC HOLDINGS PLC

386

Quantitative information about significant unobservable inputs in Level 3 valuations


Fair value
Assets
Liabilities Valuation technique
$m
$m
Private equity including strategic investments

3,951

Asset-backed securities
CLO/CDO1

1,584
511

Other ABSs
Loans held for securitisation

1,073
30

Structured notes
equity-linked notes

fund-linked notes
FX-linked notes
other

387

HSBC HOLDINGS PLC

Derivatives with monolines

196

Other derivatives
Interest rate derivatives:
securitisation swaps
long-dated swaptions
other

2,066
250
1,237
176

35 See notes on page 389

Key unobservable
inputs

Full range of inputs


Lower
Higher

Core range of inputs


Lower
Higher

See notes on page 389

n/a

n/a

n/a

n/a

Prepayment rate
Bid quotes

1%
3

6%
147

1%
54

6%
117

Equity volatility
Equity correlation
Fund volatility
FX volatility

12%
35%
6%
5%

72%
93%
8%
35%

19%
43%
6%
5%

43%
79%
8%
20%

Credit spread

4%

4%

4%

4%

455 Model Discounted cash flow


119 Model Option model
65

Prepayment rate
IR volatility

0%
3%

90%
66%

14%
20%

71%
41%

0.5%

35%

5%

14%

Model Discounted cash flow


Market proxy

4,250
3,719 Model Option model
Model Option model
13 Model Option model
166 Model Option model
352
Model Discounted cash flow
1,210

FX derivatives:
FX options
other

180
10

186 Model Option model


5

FX volatility

Equity derivatives:
long-dated single stock options
other

135
39

191 Model Option model


170

Equity volatility

8%

104%

18%

44%

Credit volatility

2%

4%

2%

4%

Bid quotes

70

124

100

123

Credit derivatives:
other
Other portfolios
structured certificates
EM corporate debt
other2
At 31 December 2015

Shareholder Information

39
6,488
4,434
210
1,844
14,319

Financial Statements

19
3
Model Discounted cash flow

Market proxy
3
5,498

Governance

Operating & Financial Review

Overview

Fair value
Assets
Liabilities Valuation technique
$m
$m
Private equity including strategic investments

3,716

Asset-backed securities
CLO/CDO1

2,078
1,122

Other ABSs

956

Loans held for securitisation

39

Structured notes
equity-linked notes

fund-linked notes
FX-linked notes
other

47 See notes on page 389

Model Discounted cash flow


Market proxy

HSBC HOLDINGS PLC

388

239

Other derivatives
Interest rate derivatives:
securitisation swaps
long-dated swaptions
other

2,685

1,906

449
1,044
755

1,023 Model Discounted cash flow


152 Model Option model
151

Equity derivatives:
long-dated single stock options
other
Credit derivatives:
other

At 31 December 2014

95 Model Option model


7

192
34

256 Model Option model


162

6,347
4,420
372

other2

1,555
15,106

1 Collateralised loan obligation/collateralised debt obligation.


2 Includes a range of smaller asset holdings.

1 Model Discounted cash flow

89
7

115

Other portfolios
structured certificates
EM corporate debt

Full range of inputs


Lower
Higher

Core range of inputs


Lower
Higher

See notes on page 389

n/a

n/a

n/a

n/a

Prepayment rate
Bid quotes

1%
0

6%
100

1%
54

6%
85

0.2%
27%
6%
2%

65%
92%
8%
70%

18%
44%
6%
4%

38%
79%
8%
16%

Credit spread

3%

5%

4%

4%

Prepayment rate
IR volatility

0%
2%

50%
59%

6%
16%

18%
36%

0.1%

70%

4%

14%

Equity volatility

9%

65%

16%

40%

Credit volatility
Credit spread
Bid quotes

0.8%
1%
58

3%
4%
131

0.8%
1%
106

3%
3%
130

6,092
4,744 Model Option model
Model Option model
562 Model Option model
477 Model Option model
309

Derivatives with monolines

FX derivatives:
FX options
other

Key unobservable
inputs

Equity volatility
Equity correlation
Fund volatility
FX volatility

FX volatility

60

Model Discounted cash flow


Market proxy
Market proxy

8,046

Notes on the Financial Statements (continued)


13 Fair values of financial instruments carried at fair value

Quantitative information about significant unobservable inputs in Level 3 valuations (continued)

Given the bespoke nature of the analysis in respect of each holding, it is not practical to quote a range of key unobservable
inputs.
Prepayment rates
Prepayment rates are a measure of the anticipated future speed at which a loan portfolio will be repaid in advance of the due
date. They are an important input into modelled values of ABSs. A modelled price may be used where insufficient observable
market prices exist to enable a market price to be determined directly. Prepayment rates are also an important input into the
valuation of derivatives linked to securitisations. They vary according to the nature of the loan portfolio and expectations of
future market conditions, and may be estimated using a variety of evidence, such as prepayment rates implied from proxy
observable security prices, current or historical prepayment rates and macroeconomic modelling.

Strategic Report

Private equity including strategic investments

The range of prices used as inputs into a market proxy pricing methodology may therefore be wide. This range is not indicative
of the uncertainty associated with the price derived for an individual security.
Volatility
Volatility is a measure of the anticipated future variability of a market price, tending to increase in stressed market conditions
and decrease in calmer market conditions. It is an important input in the pricing of options. In general, the higher the volatility,
the more expensive the option will be. This reflects both the higher probability of an increased return from the option and the
potentially higher costs that HSBC may incur in hedging the risks associated with the option. If option prices become more
expensive, this increases the value of HSBCs long option positions (i.e. the positions in which HSBC has purchased options),
while HSBCs short option positions (i.e. the positions in which HSBC has sold options) suffer losses.
Volatility varies by underlying reference market price, and by strike and maturity of the option. Volatility also varies over time.
As a result, it is difficult to make general statements regarding volatility levels.
Certain volatilities, typically those of a longer-dated nature, are unobservable. The unobservable volatility is then estimated
from observable data. The range of unobservable volatilities quoted in the table on page 387 reflects the wide variation in
volatility inputs by reference market price. The core range is significantly narrower than the full range because these examples
with extreme volatilities occur relatively rarely within the HSBC portfolio. For any single unobservable volatility, the
uncertainty in the volatility determination is significantly less than the range quoted above.

Corporate Governance

Market proxy pricing may be used for an instrument for which specific market pricing is not available, but evidence is available
in respect of instruments that have some characteristics in common. In some cases it might be possible to identify a specific
proxy, but more generally evidence across a wider range of instruments will be used to understand the factors that influence
current market pricing and the manner of that influence.

Financial Review

Market proxy

Correlation is a measure of the inter-relationship between two market prices and is expressed as a number between minus
one and one. A positive correlation implies that the two market prices tend to move in the same direction, with a correlation
of one implying that they always move in the same direction. A negative correlation implies that the two market prices tend
to move in opposite directions, with a correlation of minus one implying that the two market prices always move in opposite
directions. Correlation is used to value more complex instruments where the payout is dependent upon more than one market
price. There is a wide range of instruments for which correlation is an input, and consequently a wide range of both same-asset
correlations (e.g. equity-equity correlation) and cross-asset correlations (e.g. foreign exchange rate-interest rate correlation) is
used. In general, the range of same-asset correlations will be narrower than the range of cross-asset correlations.
Correlation may be unobservable. Unobservable correlations may be estimated based upon a range of evidence, including
consensus pricing services, HSBC trade prices, proxy correlations and examination of historical price relationships.

Financial Statements

Correlation

Credit spread
Credit spread is the premium over a benchmark interest rate required by the market to accept lower credit quality. In
a discounted cash flow model, the credit spread increases the discount factors applied to future cash flows, thereby reducing
the value of an asset. Credit spreads may be implied from market prices. Credit spreads may not be observable in more illiquid
markets.

HSBC HOLDINGS PLC

389

Shareholder Information

The range of unobservable correlations quoted in the table reflects the wide variation in correlation inputs by market price
pair. For any single unobservable correlation, the uncertainty in the correlation determination is likely to be less than the range
quoted above.

Notes on the Financial Statements (continued)


14 Fair values of financial instruments not carried at fair value

Inter-relationships between key unobservable inputs


Key unobservable inputs to Level 3 financial instruments may not be independent of each other. As described above, market
variables may be correlated. This correlation typically reflects the manner in which different markets tend to react to
macroeconomic or other events. Furthermore, the effect of changing market variables upon the HSBC portfolio will depend on
HSBCs net risk position in respect of each variable.
HSBC Holdings
The following table provides an analysis of the basis for valuing financial assets and financial liabilities measured at fair value in
the financial statements:
Basis of valuing HSBC Holdings financial assets and liabilities measured at fair value

Valuation technique using observable inputs: Level 2


Assets at 31 December
Derivatives
Available for sale
Liabilities at 31 December
Designated at fair value
Derivatives

2015
$m

2014
$m

2,467
4,285

2,771
4,073

19,853
2,278

18,679
1,169

14 Fair values of financial instruments not carried at fair value


Fair values of financial instruments not carried at fair value and bases of valuation

Assets and liabilities not held for sale at 31 December 2015


Assets
Loans and advances to banks
Loans and advances to customers
Reverse repurchase agreements non-trading
Financial investments: debt securities
Liabilities
Deposits by banks
Customer accounts
Repurchase agreements non-trading
Debt securities in issue
Subordinated liabilities
Assets and liabilities not held for sale at 31 December 2014
Assets
Loans and advances to banks
Loans and advances to customers
Reverse repurchase agreements non-trading
Financial investments: debt securities
Liabilities
Deposits by banks
Customer accounts
Repurchase agreements non-trading
Debt securities in issue
Subordinated liabilities

Fair value
Valuation techniques
With
Using
significant
observable
unobservable
inputs
inputs
Level 2
Level 3
$m
$m

Carrying
amount
$m

Quoted
market
price
Level 1
$m

90,401
924,454
146,255
44,102

1,163

88,156
12,412
145,307
44,076

2,255
910,057
959
19

90,411
922,469
146,266
45,258

54,371
1,289,586
80,400
88,949
22,702

54,295
1,280,368
80,400
89,023
24,344

76
9,421

649

54,371
1,289,789
80,400
89,023
24,993

112,149
974,660
161,713
37,751

1,418

109,087
13,598
160,600
37,671

3,046
959,239
1,123
74

112,133
972,837
161,723
39,163

77,426
1,350,642
107,432
95,947
26,664

146

77,300
1,336,865
107,432
94,325
28,806

98
13,730

1,932
1,248

77,398
1,350,595
107,432
96,403
30,054

Total
$m

Fair values are determined according to the hierarchy set out in Note 13.
Other financial instruments not carried at fair value are typically short-term in nature and re-price to current market rates
frequently. Accordingly, their carrying amount is a reasonable approximation of fair value. This includes cash and balances at
central banks, items in the course of collection from and transmission to other banks, Hong Kong Government certificates of
indebtedness and Hong Kong currency notes in circulation, all of which are measured at amortised cost.

HSBC HOLDINGS PLC

390

907,698
361,716
485,933
60,049

16,756
9,487
7,145
124

924,454
371,203
493,078
60,173

2014
Loans and advances to customers
personal
corporate and commercial
financial

954,710
377,154
527,168
50,388

19,950
11,800
8,016
134

974,660
388,954
535,184
50,522

Fair value at 31 December


Not impaired
Impaired
$m
$m

Total
$m

2015
Loans and advances to customers
personal
corporate and commercial
financial

906,696
359,559
487,196
59,941

15,773
9,024
6,592
157

922,469
368,583
493,788
60,098

2014
Loans and advances to customers
personal
corporate and commercial
financial

954,347
375,615
528,361
50,371

18,490
10,721
7,642
127

972,837
386,336
536,003
50,498

Loans and advances to customers are classified as not impaired or impaired in accordance with the criteria described on
page 128.
Analysis of loans and advances to customers by geographical segment
2015
Carrying amount
$m

Fair value
$m

2014
Carrying amount
$m

Fair value
$m

Loans and advances to customers


Europe
Asia
Middle East and North Africa
North America
Latin America

392,041
356,375
29,894
128,851
17,293

392,540
355,249
29,614
127,532
17,534

409,733
362,955
29,063
129,787
43,122

413,373
361,412
28,658
126,232
43,162

At 31 December

924,454

922,469

974,660

972,837

Valuation
The fair value measurement is HSBCs estimate of the price that would be received to sell an asset or paid to transfer a liability
in an orderly transaction between market participants at the measurement date. It does not reflect the economic benefits and
costs that HSBC expects to flow from the instruments cash flows over their expected future lives. Other reporting entities may
use different valuation methodologies and assumptions in determining fair values for which no observable market prices are
available.

Financial Review

2015
Loans and advances to customers
personal
corporate and commercial
financial

Corporate Governance

Total
$m

Financial Statements

Carrying amount at 31 December


Not impaired
Impaired
$m
$m

Strategic Report

Carrying amount and fair value of loans and advances to customers by industry sector

Fair values of the following assets and liabilities are estimated for the purpose of disclosure as described below:

The fair value of loans and advances is based on observable market transactions, where available. In the absence of observable
market transactions, fair value is estimated using valuation models that incorporate a range of input assumptions. These
assumptions may include value estimates from third-party brokers which reflect over-the-counter trading activity, forward
looking discounted cash flow models using assumptions which HSBC believes are consistent with those which would be used
by market participants in valuing such loans, and trading inputs from other market participants which include observed
primary and secondary trades.

HSBC HOLDINGS PLC

391

Shareholder Information

Loans and advances to banks and customers

Notes on the Financial Statements (continued)


14 Fair values of financial instruments not carried at fair value / 15 Financial assets designated at fair value

Loans are grouped, as far as possible, into homogeneous groups and stratified by loans with similar characteristics to improve
the accuracy of estimated valuation outputs. The stratification of a loan book considers all material factors including vintage,
origination period, estimates of future interest rates, prepayment speeds, delinquency rates, loan-to-value ratios, the quality
of collateral, default probability, and internal credit risk ratings.
The fair value of a loan reflects both loan impairments at the balance sheet date and estimates of market participants
expectations of credit losses over the life of the loans, and the fair value effect of re-pricing between origination and the
balance sheet date.
The fair value of loans and advances to customers in North America was lower than the carrying amount, primarily in the US,
reflecting the market conditions at the balance sheet date. This was due to the challenging economic conditions during the past
number of years, including house price depreciation, rising unemployment, changes in consumer behaviour, changes in
discount rates and the lack of financing options available to support the purchase of loans and advances. The relative fair
values increased during 2015, largely due to improved conditions in the housing industry driven by increased property values
and, to a lesser extent, lower required market yields and increased investor demand for these types of loans and advances.
The fair value of loans and advances to customers in Europe is now broadly in line with carrying value, as new business from
both new and existing customers reflects the current low interest rate environment.
Financial investments
The fair values of listed financial investments are determined using bid market prices. The fair values of unlisted financial
investments are determined using valuation techniques that take into consideration the prices and future earnings streams of
equivalent quoted securities.
Deposits by banks and customer accounts
Fair values are estimated using discounted cash flows, applying current rates offered for deposits of similar remaining
maturities. The fair value of a deposit repayable on demand is approximated by its carrying value.
Debt securities in issue and subordinated liabilities
Fair values are determined using quoted market prices at the balance sheet date where available, or by reference to quoted
market prices for similar instruments.
Repurchase and reverse repurchase agreements non-trading
Fair values are estimated by using discounted cash flows, applying current rates. Fair values approximate carrying amounts as
their balances are generally short dated.
HSBC Holdings
The methods used by HSBC Holdings to determine fair values of financial instruments for the purpose of measurement and
disclosure are described above.
Fair values of HSBC Holdings financial instruments not carried at fair value on the balance sheet
2015
Carrying
amount
$m

Fair
value1
$m

2014
Carrying
amount
$m

Fair
value1
$m

Assets at 31 December
Loans and advances to HSBC undertakings

44,350

45,180

43,910

45,091

Liabilities at 31 December
Amounts owed to HSBC undertakings
Debt securities in issue
Subordinated liabilities

2,152
960
15,895

2,152
1,224
18,297

2,892
1,009
17,255

2,906
1,357
20,501

1 Fair values were determined using valuation techniques with observable inputs (Level 2).

HSBC HOLDINGS PLC

392

15 Financial assets designated at fair value

eliminates or significantly reduces measurement or recognition inconsistencies that would otherwise arise from measuring financial
instruments or recognising gains and losses on different bases from related positions. Under this criterion, the main class of financial
assets designated by HSBC are financial assets under unit-linked insurance and unit-linked investment contracts. Liabilities to customers
under linked contracts are determined based on the fair value of the assets held in the linked funds. If no fair value designation was made
for the related assets, the assets would be classified as available for sale, with changes in fair value recorded in other comprehensive
income. The related financial assets and liabilities are managed and reported to management on a fair value basis. Designation at fair
value of the financial assets and related liabilities allows the changes in fair values to be recorded in the income statement and presented
in the same line;
applies to groups of financial instruments that are managed, and their performance evaluated, on a fair value basis in accordance with a
documented risk management or investment strategy, and where information about the groups of financial instruments is reported to
management on that basis. For example, certain financial assets are held to meet liabilities under non-linked insurance contracts. HSBC
has documented risk management and investment strategies designed to manage and monitor the market risk of those assets on a net
basis, after considering non-linked liabilities. Fair value measurement is also consistent with the regulatory reporting requirements under
the appropriate regulations for those insurance operations; and
relates to financial instruments containing one or more non-closely related embedded derivatives.
Designated financial assets are recognised at fair value when HSBC enters into contracts with counterparties, which is generally on trade
date, and are normally derecognised when sold. Subsequent changes in fair values are recognised in the income statement in Net income
from financial instruments designated at fair value.

Financial Review

Financial instruments, other than those held for trading, are classified in this category if they meet one or more of the criteria set out below,
and are so designated irrevocably at inception. HSBC may designate financial instruments at fair value when the designation:

Strategic Report

Accounting policy

2015
$m

2014
$m

Financial assets designated at fair value:


not subject to repledge or resale by counterparties
which may be repledged or resold by counterparties

23,852

28,357
680

At 31 December

23,852

29,037

Treasury and other eligible bills


Debt securities
Equity securities

396
4,341
18,995

56
8,891
20,006

Securities designated at fair value


Loans and advances to banks and customers

23,732
120

28,953
84

At 31 December

23,852

29,037

2015
$m

2014
$m

US Treasury and US Government agencies2


UK Government
Hong Kong Government
Other government
Asset-backed securities3
Corporate debt and other securities
Equities

145
103
33
1,020
25
3,411
18,995

8
140
40
4,088
18
4,653
20,006

At 31 December

23,732

28,953

Corporate Governance

Financial assets designated at fair value

Securities listed on a recognised exchange and unlisted


Treasury
and other
eligible bills
$m

Debt
securities
$m

Equity
securities
$m

Total
$m

Fair value
Listed1
Unlisted

396

2,458
1,883

11,690
7,305

14,148
9,584

At 31 December 2015

396

4,341

18,995

23,732

HSBC HOLDINGS PLC

393

Shareholder Information

1 Included within these figures are debt securities issued by banks and other financial institutions of $1,536m (2014: $1,388m), of which $35m
(2014: $24m) are guaranteed by various governments.
2 Includes securities that are supported by an explicit guarantee issued by the US Government.
3 Excludes asset-backed securities included under US Treasury and US Government agencies.

Financial Statements

Securities designated at fair value1

Notes on the Financial Statements (continued)


16 Derivatives

Securities listed on a recognised exchange and unlisted (continued)


Treasury
and other
eligible bills
$m

Debt
securities
$m

Equity
securities
$m

Total
$m

Fair value
Listed1
Unlisted

5
51

2,731
6,160

13,837
6,169

16,573
12,380

At 31 December 2014

56

8,891

20,006

28,953

1 Included within listed investments are $1,181m of investments listed on a recognised exchange in Hong Kong (2014: $1,361m).

16 Derivatives
Accounting policy
Derivatives
Derivatives are financial instruments that derive their value from the price of underlying items such as equities, bonds, interest rates, foreign
exchange, credit spreads, commodities and equity or other indices. Derivatives are recognised initially, and are subsequently measured, at
fair value. Fair values of derivatives are obtained either from quoted market prices or by using valuation techniques. Derivatives are classified
as assets when their fair value is positive or as liabilities when their fair value is negative.
Embedded derivatives are bifurcated from the host contract when their economic characteristics and risks are not clearly and closely related
to those of the host non-derivative contract, their terms would otherwise meet the definition of a stand-alone derivative and the combined
contract is not held for trading or designated at fair value. The bifurcated embedded derivatives are measured at fair value with changes
therein recognised in the income statement.
Derivative assets and liabilities arising from different transactions are only offset for accounting purposes if the offsetting criteria presented
in Note 32 are met.
Gains and losses from changes in the fair value of derivatives, that do not qualify for hedge accounting are reported in Net trading income.
Gains and losses on derivatives managed in conjunction with financial instruments designated at fair value are reported in Net income from
financial instruments designated at fair value together with the gains and losses on the economically hedged items. Where the derivatives
are managed with debt securities issued by HSBC that are designated at fair value, the contractual interest is shown in Interest expense
together with the interest payable on the issued debt.
Hedge accounting
When derivatives are designated in hedge relationships, HSBC classifies them as either: (i) hedges of the change in fair value of recognised
assets or liabilities or firm commitments (fair value hedges); (ii) hedges of the variability in highly probable future cash flows attributable to
a recognised asset or liability, or a forecast transaction (cash flow hedges); or (iii) a hedge of a net investment in a foreign operation (net
investment hedges).
HSBC formally designates and documents each hedge relationship from inception, setting out the risk management objective and strategy
for undertaking the hedge along with the specifically identified hedging instrument, hedged item or transaction, the nature of the risk being
hedged and the method for assessing hedge effectiveness. The method selected to assess hedge effectiveness will depend on the risk
management strategy.
To qualify for hedge accounting, HSBC requires that a hedge must be expected to be highly effective at inception and on an ongoing basis for the
duration of the hedge relationship with each hedge relationship subject to an ongoing retrospective and prospective hedge effectiveness assessment.
Fair value hedge
Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recorded in the income statement, along with
changes in the fair value of the hedged assets or liabilities attributable to the hedged risk.
If a hedge relationship no longer meets the criteria for hedge accounting, hedge accounting is discontinued; the cumulative adjustment
to the carrying amount of the hedged item is amortised to the income statement on a recalculated effective interest rate over the residual
period to maturity, unless the hedged item has been derecognised, in which case it is recognised in the income statement immediately.
Cash flow hedge
The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognised in other
comprehensive income; the ineffective portion of the change in fair value is recognised immediately in the income statement within Net
trading income.
The accumulated gains and losses recognised in other comprehensive income are reclassified to the income statement in the same periods in
which the hedged item affects profit or loss. In hedges of forecast transactions that result in recognition of a non-financial asset or liability,
previous gains and losses recognised in other comprehensive income are included in the initial measurement of the asset or liability.
When a hedge relationship is discontinued, any cumulative gain or loss recognised in other comprehensive income remains in equity until
the forecast transaction is recognised in the income statement. When a forecast transaction is no longer expected to occur, the cumulative
gain or loss previously recognised in other comprehensive income is immediately reclassified to the income statement.

HSBC HOLDINGS PLC

394

Fair values of derivatives by product contract type held by HSBC


Trading
$m

Assets
Hedging
$m

Total
$m

Trading
$m

Liabilities
Hedging
$m

Total
$m

Foreign exchange
Interest rate
Equities
Credit
Commodity and other

95,201
277,496
8,732
6,961
3,148

1,140
1,658

96,341
279,154
8,732
6,961
3,148

94,843
267,609
10,383
6,884
2,699

755
3,758

95,598
271,367
10,383
6,884
2,699

Gross total fair values

391,538

2,798

394,336

382,418

4,513

Foreign exchange
Interest rate
Equities
Credit
Commodity and other

95,584
471,379
11,694
9,340
3,884

1,728
1,864

Gross total fair values

591,881

3,592

Offset (Note 32)


At 31 December 2014

(105,860)

288,476

281,071

97,312
473,243
11,694
9,340
3,884

95,187
463,456
13,654
10,061
3,508

572
4,696

595,473

585,866

5,268

95,759
468,152
13,654
10,061
3,508
591,134

(250,465)

(250,465)

345,008

340,669

Derivative assets and liabilities decreased during 2015, primarily driven by portfolio compression exercises, with a
corresponding decrease in the offset amount.
Fair values of derivatives by product contract type held by HSBC Holdings with subsidiaries
Trading
$m

Assets
Hedging
$m

Total
$m

Trading
$m

Liabilities
Hedging
$m

Total
$m

Foreign exchange
Interest rate

390
1,600

477

390
2,077

2,065

213

2,278

At 31 December 2015

1,990

477

2,467

2,065

213

2,278

Foreign exchange
Interest rate

680
1,607

484

680
2,091

1,066

103

1,169

At 31 December 2014

2,287

484

2,771

1,066

103

1,169

Use of derivatives
For details regarding use of derivatives, see page 171 under Market Risk.

Corporate Governance

At 31 December 2015

386,931

(105,860)

Financial Statements

Offset (Note 32)

Strategic Report

Derivatives that do not qualify for hedge accounting


Non-qualifying hedges are derivatives entered into as economic hedges of assets and liabilities for which hedge accounting was not applied.

Financial Review

Net investment hedge


Hedges of net investments in foreign operations are accounted for in a similar way to cash flow hedges. A gain or loss on the effective
portion of the hedging instrument is recognised in other comprehensive income; the residual change in fair value is recognised immediately
in the income statement. Gains and losses previously recognised in other comprehensive income are reclassified to the income statement on
the disposal, or part disposal, of the foreign operation.

Most of HSBCs derivative transactions relate to sales and trading activities. Sales activities include the structuring and
marketing of derivative products to customers to enable them to take, transfer, modify or reduce current or expected risks.
Trading activities include market-making and risk management. Market-making entails quoting bid and offer prices to other
market participants for the purpose of generating revenues based on spread and volume. Risk management activity is
undertaken to manage the risk arising from client transactions, with the principal purpose of retaining client margin. Other
derivatives classified as held for trading include non-qualifying hedging derivatives.
Substantially all of HSBC Holdings derivatives entered into with subsidiaries are managed in conjunction with financial
liabilities designated at fair value.
The notional contract amounts of derivatives held for trading purposes indicate the nominal value of transactions outstanding
at the balance sheet date; they do not represent amounts at risk.

HSBC HOLDINGS PLC

395

Shareholder Information

Trading derivatives

Notes on the Financial Statements (continued)


16 Derivatives

Notional contract amounts of derivatives held for trading purposes by product type
HSBC
2015
$m

2014
$m

HSBC Holdings
2015
$m

2014
$m

Foreign exchange
Interest rate
Equities
Credit
Commodity and other

5,658,030
14,462,113
501,834
463,344
51,683

5,548,075
22,047,278
568,932
550,197
77,565

19,036
10,150

15,595
8,650

At 31 December

21,137,004

28,792,047

29,186

24,245

Credit derivatives
HSBC trades credit derivatives through its principal dealing operations and acts as a principal counterparty to a broad range of
users, structuring transactions to produce risk management products for its customers or making markets in certain products.
Risk is typically controlled through entering into offsetting credit derivative contracts with other counterparties.
HSBC manages the credit risk arising on buying and selling credit derivative protection by including the related credit exposures
within its overall credit limit structure for the relevant counterparty. Trading of credit derivatives is restricted to a small number
of offices within the major centres which have the control infrastructure and market skills to manage effectively the credit risk
inherent in the products.
Credit derivatives are also deployed to a limited extent for the risk management of the Groups loan portfolios. The notional
contract amount of credit derivatives of $463bn (2014: $550bn) consisted of protection bought of $237bn (2014: $272bn) and
protection sold of $226bn (2014: $278bn). The credit derivative business operates within the market risk management
framework described on page 211.
Derivatives valued using models with unobservable inputs
The difference between the fair value at initial recognition (the transaction price) and the value that would have been derived
had valuation techniques used for subsequent measurement been applied at initial recognition, less subsequent releases, is as
follows:
Unamortised balance of derivatives valued using models with significant unobservable inputs

Unamortised balance at 1 January


Deferral on new transactions
Recognised in the income statement during the year:
amortisation
subsequent to unobservable inputs becoming observable
maturity, termination or offsetting derivative
risk hedged

2015
$m

2014
$m

114
196
(207)
(121)
(2)
(84)

167
177
(234)
(114)
(13)
(107)

Exchange differences

(6)

Unamortised balance at 31 December1

97

4
114

1 This amount is yet to be recognised in the consolidated income statement.

Hedge accounting derivatives


HSBC uses derivatives (principally interest rate swaps) for hedging purposes in the management of its asset and liability
portfolios and structural positions. This enables HSBC to optimise the overall cost to the Group of accessing debt capital
markets, and to mitigate the market risk which would otherwise arise from structural imbalances in the maturity and other
profiles of its assets and liabilities.
The notional contract amounts of derivatives designated in qualifying hedge accounting relationships indicate the nominal
value of transactions outstanding at the balance sheet date; they do not represent amounts at risk.

HSBC HOLDINGS PLC

396

HSBC
2015
Cash flow
hedge
$m

Fair value
hedge
$m

2014
Cash flow
hedge
$m

Fair value
hedge
$m

HSBC Holdings
2015
2014
Fair value
Fair value
hedge
hedge
$m
$m

Foreign exchange
Interest rate

32,128
107,796

196
105,127

25,340
190,902

90,338

1,120
5,132

1,120
5,477

At 31 December

139,924

105,323

216,242

90,338

6,252

6,597

Strategic Report

Notional contract amounts of derivatives designated in qualifying hedge accounting relationships by product type

Fair value hedges


HSBCs fair value hedges principally consist of interest rate swaps that are used to protect against changes in the fair value of
fixed-rate long-term financial instruments due to movements in market interest rates.

2014
Assets
$m

Liabilities
$m

HSBC
Foreign exchange
Interest rate

2
672

3,395

387

4,012

At 31 December

674

3,395

387

4,012

HSBC Holdings
Foreign exchange
Interest rate

477

213

484

103

At 31 December

477

213

484

103

2015
$m

2014
$m

2013
$m

(2,542)
2,561

1,997
(1,932)

Gains or losses arising from fair value hedges

HSBC
Gains/(losses):
on hedging instruments
on the hedged items attributable to the hedged risk

40
(51)

Year ended 31 December

(11)

19

65

(4)
6

423
(422)

14
(21)

HSBC Holdings
Gains/(losses):
on hedging instruments
on the hedged items attributable to the hedged risk
Year ended 31 December

Corporate Governance

Liabilities
$m

(7)

Cash flow hedges


HSBCs cash flow hedges consist principally of interest rate swaps, futures and cross-currency swaps that are used to protect
against exposures to variability in future interest cash flows on non-trading assets and liabilities which bear interest at variable
rates or which are expected to be re-funded or reinvested in the future. The amounts and timing of future cash flows,
representing both principal and interest flows, are projected for each portfolio of financial assets and liabilities on the basis of
their contractual terms and other relevant factors, including estimates of prepayments and defaults. The aggregate principal
balances and interest cash flows across all portfolios over time form the basis for identifying gains and losses on the effective
portions of derivatives designated as cash flow hedges of forecast transactions.

Financial Statements

2015
Assets
$m

Financial Review

Fair values of derivatives designated as fair value hedges

2015
Assets
$m

Liabilities
$m

2014
Assets
$m

Liabilities
$m

Foreign exchange
Interest rate

1,027
986

748
363

1,673
1,477

572
684

At 31 December

2,013

1,111

3,150

1,256

HSBC HOLDINGS PLC

397

Shareholder Information

Fair values of derivatives designated as cash flow hedges

Notes on the Financial Statements (continued)


16 Derivatives / 17 Financial investments

Forecast principal balances on which interest cash flows are expected to arise
3 months
or less
$m
Net cash inflows/(outflows) exposure
Assets
Liabilities
At 31 December 2015
Net cash inflows/(outflows) exposure
Assets
Liabilities
At 31 December 2014

More than 3
months but less
than 1 year
$m

5 years or less
but more than
1 year
$m

More than
5 years
$m

94,256
(16,241)

93,528
(17,179)

62,664
(11,681)

971
(3,326)

78,015

76,349

50,983

(2,355)

131,694
(60,814)

122,728
(46,582)

79,529
(36,371)

959
(8,169)

70,880

76,146

43,158

(7,210)

This table reflects the interest rate repricing profile of the underlying hedged items.
During the year to 31 December 2015 a gain of $15m (2014: gain of $34m; 2013: gain of $22m) was recognised due to hedge
ineffectiveness.
Hedges of net investments in foreign operations
The Group applies hedge accounting in respect of certain consolidated net investments. Hedging is undertaken using forward
foreign exchange contracts or by financing with foreign currency borrowings.
At 31 December 2015, the fair values of outstanding financial instruments designated as hedges of net investments in foreign
operations were assets of $111m (2014: $55m), liabilities of $12m (2014: $1m) and notional contract values of $4,210m
(2014: $3,525m).
Ineffectiveness recognised in Net trading income in the year ended 31 December 2015 was nil (2014 and 2013: nil).

17 Financial investments
Accounting policy
Treasury bills, debt securities and equity securities intended to be held on a continuing basis, other than those designated at fair value, are
classified as available for sale or held to maturity. They are recognised on the trade date when HSBC enters into contractual arrangements to
purchase those instruments, and are normally derecognised when either the securities are sold or redeemed.
(i) Available-for-sale financial assets are initially measured at fair value plus direct and incremental transaction costs. They are subsequently
remeasured at fair value, and changes therein are recognised in other comprehensive income until the assets are either sold or become
impaired. When available-for-sale financial assets are sold, cumulative gains or losses previously recognised in other comprehensive
income are recognised in the income statement as Gains less losses from financial investments.
Interest income is recognised over a debt securitys expected life. Premiums and/or discounts arising on the purchase of dated debt
securities are included in the interest recognised. Dividends from equity assets are recognised in the income statement when the right to
receive payment is established.
(ii) Held-to-maturity investments are non-derivative financial assets with fixed or determinable payments and fixed maturities that HSBC
positively intends and is able to hold to maturity. Held-to-maturity investments are initially recorded at fair value plus any directly
attributable transaction costs, and are subsequently measured at amortised cost, less any impairment losses.
The accounting policy relating to impairments of available-for-sale securities is presented in Note 1.
Available-for-sale financial assets are reclassified to held to maturity if there is a change in intention or ability to hold those assets to
maturity due to a change in the way they are managed. The fair value on reclassification becomes the new amortised cost and the assets
are subsequently carried at amortised cost rather than fair value.

Financial investments
2015
$m

2014
$m

Financial investments:
not subject to repledge or resale by counterparties
which may be repledged or resold by counterparties

420,905
8,050

380,419
35,048

At 31 December

428,955

415,467

HSBC HOLDINGS PLC

398

2015
Carrying
amount
$m

Fair
value
$m

2014
Carrying
amount
$m

Fair
value
$m

Treasury and other eligible bills


available for sale

104,551
104,551

104,551
104,551

81,517
81,517

81,517
81,517

Debt securities
available for sale
held to maturity

318,569
274,467
44,102

319,725
274,467
45,258

323,256
285,505
37,751

324,668
285,505
39,163

Equity securities
available for sale

5,835
5,835

5,835
5,835

10,694
10,694

10,694
10,694

428,955

430,111

415,467

416,879

At 31 December

Strategic Report

Carrying amount and fair value of financial investments

US Treasury
US Government agencies3
US Government sponsored entities3
UK Government
Hong Kong Government
Other government
Asset-backed securities4
Corporate debt and other securities
Equities

61,585
22,910
10,365
27,250
53,676
141,329
14,239
89,860
4,057

61,779
22,843
10,627
27,316
53,674
143,370
13,375
91,292
5,835

At 31 December 2015

425,271

430,111

US Treasury
US Government agencies3
US Government sponsored entities3
UK Government
Hong Kong Government
Other government
Asset-backed securities4
Corporate debt and other securities
Equities

33,931
18,326
9,339
28,680
43,573
159,846
20,911
84,387
7,421

At 31 December 2014

406,414

34,745
18,516
9,761
29,758
43,574
163,402
19,177
87,252
10,694
416
8 9
416,879

US Treasury
US Government agencies3
US Government sponsored entities3
UK Government
Hong Kong Government
Other government
Asset-backed securities4
Corporate debt and other securities
Equities

50,369
19,211
5,263
23,565
49,570
153,619
25,961
87,469
8,081

50,421
18,771
5,445
23,580
49,579
156,208
24,115
88,999
9,140

At 31 December 2013

423,108

426,258

Shareholder Information

1 Represents the amortised cost or cost basis of the financial investment.


2 Included within Fair value figures are debt securities issued by banks and other financial institutions of $61bn (2014: $54bn; 2013: $55bn), of which
$18bn (2014: $9bn; 2013: $9bn) are guaranteed by various governments.
3 Includes securities that are supported by an explicit guarantee issued by the US Government.
4 Excludes asset-backed securities included under US Government agencies and sponsored entities.

Corporate Governance

Fair
value2
$m

Financial Statements

Amortised
cost1
$m

Financial Review

Financial investments at amortised cost and fair value

HSBC HOLDINGS PLC

399

Notes on the Financial Statements (continued)


17 Financial investments / 18 Assets charged as security and collateral accepted

Financial investments listed and unlisted


Treasury and
other eligible
bills available
for sale
$m

Debt
securities
available
for sale
$m

Debt
securities
held to
maturity
$m

Equity
securities
available
for sale
$m

Total
$m

6,151
98,400
104
1
104,551

170,271
104,196

9,565
34,537

842
4,993

186,829
242,126

274,467

44,102

5,835

428,955

Carrying amount
Listed1
Unlisted2

4,101
77,416

168,879
116,626

6,037
31,714

5,928
4,766

184,945
230,522

At 31 December 2014

81,517

285,505

37,751

10,694

415,467

Carrying amount
Listed1
Unlisted2
At 31 December 2015

1 The fair value of listed held-to-maturity debt securities as at 31 December 2015 was $10bn (2014: $6bn). Included within listed investments were $5bn
(2014: $4bn) of investments listed on a recognised exchange in Hong Kong.
2 Unlisted treasury and other eligible bills available for sale primarily comprise treasury bills not listed on an exchange but for which there is a liquid
market.

Maturities of investments in debt securities at their carrying amount


1 year or less
$m

5 years or less
but over 1 year
$m

10 years or less
but over 5 years
$m

Over 10 years
$m

Total
$m

Available for sale


Held to maturity

61,664
2,428

131,023
10,242

42,140
8,881

39,640
22,551

274,467
44,102

At 31 December 2015

64,092

141,265

51,021

62,191

318,569

Available for sale


Held to maturity

68,344
1,396

134,815
9,622

44,938
7,087

37,408
19,646

285,505
37,751

At 31 December 2014

69,740

144,437

52,025

57,054

323,256

Contractual maturities and weighted average yields of investment debt securities


Within one year
Amount
Yield
$m
%

After one year but


within five years
Amount
Yield
$m
%

After five years but within


ten years
Amount
Yield
$m
%

After ten years


Amount
Yield
$m
%

Available for sale


US Treasury
US Government agencies
US Government-sponsored agencies
UK Government
Hong Kong Government
Other governments
Asset-backed securities
Corporate debt and other securities

9,316

8
2,479
674
37,197
18
12,285

Total amortised cost at 31 December 2015

61,977

129,566

41,046

39,957

Total carrying value

61,664

131,023

42,140

39,640

0.5

5.3
1.7
0.5
2.0
1.4
1.5

20,352
6
3,029
8,005
1,408
60,899
657
35,210

1.2
4.2
3.0
1.3
1.1
2.4
1.4
1.4

12,805
33
911
8,518

10,312
2,530
5,937

2.1
3.9
2.2
1.4

2.9
1.3
1.9

3,594
13,575
1,716
1,215

2,543
11,027
6,287

Held to maturity
US Treasury
US Government agencies
US Government-sponsored agencies
Hong Kong Government
Other governments
Asset-backed securities
Corporate debt and other securities

4
59

2,363

Total amortised cost at 31 December 2015

2,428

10,242

8,881

22,551

Total carrying value

2,428

10,242

8,881

22,551

0.9

0.7
5.5

3.0

76
13
112
44
217

9,780

4.9
1.4
1.3
1.4
4.7

3.5

46
30
597
16
184

8,008

4.8
4.0
2.7
1.8
5.3

3.7

119
9,254
3,991
9
725
7
8,446

3.3
2.5
3.0
0.1

3.0
1.3
3.0

4.2
2.4
2.9
1.4
4.6
6.5
4.1

The maturity distributions of ABSs are presented in the above table on the basis of contractual maturity dates. The weighted
average yield for each range of maturities is calculated by dividing the annualised interest income for the year ended
31 December 2015 by the book amount of available-for-sale debt securities at that date. The yields do not include the effect
of related derivatives.

HSBC HOLDINGS PLC

400

Treasury bills and other eligible securities


Loans and advances to banks
Loans and advances to customers
Debt securities
Equity securities
Other
Assets pledged at 31 December

2015
$m

2014
$m

5,941
15,582
88,927
69,470
4,644
213

5,170
17,294
77,960
138,991
11,373
6,079

184,777

256,867

The above table shows assets over which a charge has been granted to secure liabilities on a legal and contractual basis. The
total amount may be greater than the book value of assets utilised as collateral for funding purposes or to cover liabilities, for
example, in the case of securitisations and covered bonds where the amount of liabilities issued plus any mandatory overcollateralisation is less than the book value of financial assets available for funding or collateral purposes in the relevant pool
of assets. This is also the case where financial assets are placed with a custodian or a settlement agent which has a floating
charge over all the financial assets placed to secure any liabilities under settlement accounts.
These transactions are conducted under terms that are usual and customary to collateralised transactions including, where
relevant, standard securities lending, repurchase agreements and derivative margining. HSBC places both cash and non-cash
collateral in relation to derivative transactions.

Financial Review

Financial assets pledged to secure liabilities

Strategic Report

18 Assets charged as security for liabilities, assets transferred and collateral accepted as
security for assets

Assets transferred

substantially all the risks and rewards of ownership have been transferred; or
HSBC has neither retained nor transferred substantially all the risks and rewards, but has not retained control.

The financial assets shown above include amounts transferred to third parties that do not qualify for derecognition, notably
debt securities held by counterparties as collateral under repurchase agreements and equity securities lent under securities
lending agreements. As the substance of these transactions is secured borrowings, the asset collateral continues to be
recognised in full and the related liability reflecting the Groups obligation to repurchase the transferred assets for a fixed price
at a future date is also recognised on the balance sheet. As a result of these transactions, the Group is unable to use, sell or
pledge the transferred assets for the duration of the transaction. The Group remains exposed to interest rate risk and credit
risk on these pledged instruments. The counterpartys recourse is not limited to the transferred assets.
Transferred financial assets not qualifying for full derecognition and associated financial liabilities

At 31 December 2015
Repurchase agreements
Securities lending agreements
Other sales (recourse to transferred asset only)
Securitisations recognised to the extent of continuing
involvement
At 31 December 2014
Repurchase agreements
Securities lending agreements
Other sales (recourse to transferred asset only)
Securitisations recognised to the extent of continuing
involvement

Carrying
amount of
transferred
assets
$m

Carrying
amount of
associated
liabilities
$m

Fair
value of
transferred
assets
$m

Fair
value of
associated
liabilities
$m

36,153
5,275
2,717

35,913
5,704
2,768

2,720

2,726

78,541
13,177
3,775

79,141
10,643
4,049

4,007

4,018

11

11

17,427

17,427

HSBC HOLDINGS PLC

401

Net
position
$m

(6)
3

(11)
6

Shareholder Information

Carrying
amount of
assets before
transfer
$m

Financial Statements

Derecognition of financial assets


Financial assets are derecognised when the contractual rights to receive cash flows from the assets have expired; or when HSBC has
transferred its contractual right to receive the cash flows of the financial assets, and either:

Corporate Governance

Accounting policy

Notes on the Financial Statements (continued)


19 Interests in associates and joint ventures

Collateral accepted as security for assets


The fair value of assets accepted as collateral in relation to reverse repo, securities borrowing and derivative margining that
HSBC is permitted to sell or repledge in the absence of default was $222,065m (2014: $269,019m). The fair value of any such
collateral sold or repledged was $139,532m (2014: $163,342m). HSBC is obliged to return equivalent securities.
These transactions are conducted under terms that are usual and customary to standard securities borrowing, reverse
repurchase agreements and derivative margining.

19 Interests in associates and joint ventures


Accounting policy
Investments in which HSBC, together with one or more parties, has joint control of an arrangement set up to undertake an economic activity
are classified as joint ventures. HSBC classifies investments in entities over which it has significant influence, and that are neither subsidiaries
(Note 21) nor joint ventures, as associates.
Investments in associates and interests in joint ventures are recognised using the equity method. Under this method, such investments are
initially stated at cost, including attributable goodwill, and are adjusted thereafter for the post-acquisition change in HSBCs share of net
assets. Goodwill arises on the acquisition of interests in joint ventures and associates when the cost of investment exceeds HSBCs share of
the net fair value of the associates or joint ventures identifiable assets and liabilities.
Investments in associates and joint ventures are tested for impairment when there is an indication that the investment may be impaired.
Goodwill on acquisitions of interests in joint ventures and associates is not tested separately for impairment.
Profits on transactions between HSBC and its associates and joint ventures are eliminated to the extent of HSBCs interest in the respective
associates or joint ventures. Losses are also eliminated to the extent of HSBCs interest in the associates or joint ventures unless the
transaction provides evidence of an impairment of the asset transferred.

Critical accounting estimates and judgements


Impairment of interests in associates
Impairment testing involves significant judgement in determining the value in use, and in particular estimating the present values of
cash flows expected to arise from continuing to hold the investment.
The most significant judgements relate to the impairment testing of our investment in Bank of Communications (BoCom). Key assumptions
used in estimating BoComs value in use, the sensitivity of the value in use calculation to different assumptions and a sensitivity analysis that
shows the changes in key assumptions that would reduce the excess of value in use over the carrying amount (the headroom) to nil are
described below.

Associates
At 31 December 2015, the carrying amount of HSBCs interests in associates was $18,900m (2014: $17,940m).
Principal associates of HSBC
2015
Carrying
amount
$m

Fair
value1
$m

2014
Carrying
amount
$m

Fair
value1
$m

Listed
Bank of Communications Co., Limited
The Saudi British Bank

15,344
3,021

9,940
3,957

14,590
2,811

13,140
6,220

At 31 December

18,365

13,897

17,401

19,360

1 Principal associates are listed on recognised stock exchanges. The fair values are based on the quoted market prices of the shares held (Level 1 in the
fair value hierarchy).

Country of
incorporation
and principal
place of business

At 31 December 2015
HSBCs
interest
Principal
in equity
activity
capital

PRC1 Banking services


Saudi Arabia Banking services

Bank of Communications Co., Limited


The Saudi British Bank

19.03%
40.00%

Issued
equity
capital
RMB74,263m
SR15,000m

1 Peoples Republic of China.

Details of all HSBC associates and joint ventures, as required under Section 409 of the Companies Act 2006, are set out on
pages 468 to 469.
HSBC had $15,344m (2014: $14,590m) of interests in associates listed in Hong Kong.

HSBC HOLDINGS PLC

402

HSBCs investment in BoCom was equity accounted with effect from August 2004. Its significant influence in BoCom was
established as a result of representation on the Board of Directors and, in accordance with the Technical Cooperation and
Exchange Programme, HSBC is assisting in the maintenance of financial and operating policies and a number of staff have been
seconded to assist in this process.
Impairment testing
At 31 December 2015, the fair value of HSBCs investment in BoCom had been below the carrying amount for approximately
44 months, apart from a short period in 2013 and briefly during the first half of 2015. As a result, the Group performed an
impairment test on the carrying amount of the investment in BoCom. The test confirmed that there was no impairment at
31 December 2015.

9.9

15.7

14.6

13.1

Basis of recoverable amount


The impairment test was performed by comparing the recoverable amount of BoCom, determined by a value in use (VIU)
calculation, with its carrying amount. The VIU calculation uses discounted cash flow projections based on managements
estimates of earnings. Cash flows beyond the short- to medium-term are then extrapolated in perpetuity using a long-term
growth rate. An imputed capital maintenance charge (CMC) is calculated to reflect the expected regulatory capital
requirements, and is calculated as a deduction from forecast cash flows. The principal inputs to the CMC calculation include
estimates of asset growth, the ratio of risk-weighted assets to total assets, and the expected regulatory capital requirements.
Management judgement is required in estimating the future cash flows of BoCom.
Key assumptions in VIU calculation
Long-term growth rate: the growth rate used was 5% (2014: 5%) for periods after 2018 and does not exceed forecast GDP
growth in mainland China.
Long-term asset growth rate: the growth rate used was 4% (2014: 4%) for periods after 2018 and this is the rate of growth
required for an assumed 5% long-term growth rate in profit.
Discount rate: the discount rate of 13% (2014: 13%) is derived from a range of values obtained by applying a Capital Asset
Pricing Model (CAPM) calculation for BoCom, using market data. Management supplements this by comparing the rates
derived from the CAPM with discount rates available from external sources, and HSBCs discount rate for evaluating
investments in mainland China. The discount rate used is within the range of 10.1% to 14.2% (2014: 11.4% to 14.2%) indicated
by the CAPM and external sources.
Loan impairment charge as a percentage of customer advances: the ratio used ranges from 0.71% to 0.78% (2014: 0.73% to
1%) in the short- to medium-term and is based on the forecasts disclosed by external analysts. It was assumed that the
long-term ratio will stabilise at a rate of 0.70% (2014: 0.65%) which is slightly higher than the historical rate of 0.65%.
Risk-weighted assets as a percentage of total assets: the ratio used was 67% for all forecast periods (2014: 70% to 72% in the
short- to medium-term and 70% in the long-term). This is consistent with the forecasts disclosed by external analysts.
Cost-income ratio: the ratio used was 41% (2014: ranged from 40.0% to 42.4%) in the short- to medium-term. The ratios were
consistent with the short- to medium-term range forecasts of 40.3% to 40.7% (2014: 37.2% to 44.5%) disclosed by external
analysts.
Sensitivity analyses were performed on each key assumption to ascertain the impact of reasonably possible changes in
assumptions. The following change to each key assumption used on its own in the VIU calculation would reduce the headroom
to nil.
Key assumption

Changes to key assumption to reduce headroom to nil

Long-term growth rate


Long-term asset growth rate
Discount rate
Loan impairment charge as a percentage of customer advances
Risk-weighted assets as a percentage of total assets
Cost-income ratio

HSBC HOLDINGS PLC

403

Decrease by 62 basis points


Increase by 62 basis points
Increase by 82 basis points
Increase by 13 basis points
Increase by 5.4%
Increase by 2.8%

Financial Review

15.3

Fair
value
$bn

Corporate Governance

17.0

At 31 December 2014
Carrying
VIU
value
$bn
$bn

Financial Statements

Bank of Communications Co., Limited

Fair
value
$bn

Shareholder Information

At 31 December 2015
Carrying
VIU
value
$bn
$bn

Strategic Report

Bank of Communications Co., Limited

Notes on the Financial Statements (continued)


19 Interests in associates and joint ventures

The following table illustrates the effect on VIU of reasonably possible changes to key assumptions. This reflects the sensitivity
of VIU to each key assumption on its own and it is possible that more than one favourable and/or unfavourable change will
occur at the same time.
Favourable change
$bn
$bn
At 31 December 2015
Carrying amount: $15.3bn
Long-term growth rate
VIU
Increase/(decrease) in VIU
Long-term asset growth rate
VIU
Increase/(decrease) in VIU
Discount rate
VIU
Increase/(decrease) in VIU

+100bps
20.3
3.2
-50bps
18.2
1.2
-150bps
21.2
4.2

Loan impairment charge as a percentage of customer advances


VIU
Increase/(decrease) in VIU
Risk-weighted assets as a percentage of total assets
VIU
Increase/(decrease) in VIU
Cost income ratio
VIU
Increase/(decrease) in VIU

70bps throughout
17.2
0.1
-350bps
18.2
1.2
-250bps
18.5
1.5

Current model
$bn

5%
17.0
4%
17.0
13%
17.0
2015-18: 0.71% - 0.78%
2019 onwards: 0.70%
17.0
67% throughout
17.0
41% throughout
17.0

Unfavourable change
$bn
$bn

-210bps
12.3
(4.7)
+100bps
14.3
(2.8)
+110bps
14.9
(2.1)
2015-18: 0.85%
2019 onwards: 0.75%
16.4
(0.7)
+10bps
17.0
(0.0)
+120bps
16.35
(0.7)

At 31 December 2014
Carrying amount: $14.6bn
Long-term growth rate
VIU
Increase/(decrease) in VIU

+50bp
17.0
1.3

+100bp
18.6
2.9

5%
15.7

-50bp
14.5
(1.2)

-100bp
13.4
(2.3)

Discount rate
VIU
Increase/(decrease) in VIU

-50bp
16.8
1.1

-100bp
18.1
2.4

13%
15.7

+50bp
14.7
(1.0)

+100bp
13.9
(1.8)

Loan impairment charge as a percentage of customer advances


VIU
Increase/(decrease) in VIU

0.65% throughout
16.2
0.5

Risk-weighted assets as a percentage of total assets


VIU
Increase/(decrease) in VIU

-100bp
16.0
0.3

-200bp
16.3
0.6

-50bp

-100bp

16.0
0.3

16.3
0.6

Cost income ratio


VIU
Increase/(decrease) in VIU

2014-18: 0.73% 1%
2019 onwards: 0.65%
15.7
2014-18: 70% 72%
2019 onwards: 70.0%
15.7
2014-18: 40.0% 42.4%
2019 onwards: 42.4%
15.7

1% from 2014-18
2019 onwards: 0.65%
14.9
(0.8)
+100bp
15.4
(0.3)

+200bp
15.1
(0.6)

+50bp

+100bp

15.4
(0.3)

15.1
(0.6)

Based on the forecasts disclosed by external analysts, management estimates that the reasonably possible range of VIU is
$12.4bn to $22.7bn.
Selected financial information of BoCom
The statutory accounting reference date of BoCom is 31 December. For the year ended 31 December 2015, HSBC included
the associates results on the basis of financial statements made up for the 12 months ended 30 September 2015, taking into
account changes in the subsequent period from 1 October 2015 to 31 December 2015 that would have materially affected the
results.

HSBC HOLDINGS PLC

404

Cash and balances at central banks


Loans and advances to banks and other financial institutions
Loans and advances to customers
Other financial assets
Other assets
Total assets
Deposits by banks and other financial institutions
Customer accounts
Other financial liabilities
Other liabilities
Total liabilities
Total equity

2014
$m

144,702
110,915
560,503
244,722
49,246

150,306
79,960
547,706
178,883
45,140

1,110,088

1,001,995

261,211
691,959
46,932
29,329

209,935
663,745
28,860
25,361

1,029,431

927,901

80,657

74,094

Reconciliation of BoComs total shareholders equity to the carrying amount in HSBCs consolidated financial statements as at
31 December
At 30 September
2015
$m

2014
$m

HSBCs share of total shareholders equity


Add: Goodwill and other intangible assets

14,824
520

14,040
550

Carrying amount

15,344

14,590

Financial Review

At 30 September
2015
$m

Strategic Report

Selected balance sheet information of BoCom

For the 12 months ended


30 September
2015
2014
$m
$m
Net interest income
Net fee and commission income
Loan impairment charges
Depreciation and amortisation
Tax expense
Profit for the year
Other comprehensive income
Total comprehensive income
Dividends received from BoCom

22,397
5,432
(3,772)
(1,012)
(2,976)
10,634
377
11,011
624

22,030
4,792
(3,509)
(920)
(3,102)
10,626
217
10,843
597

2015
$m

2014
$m

3,556

3,350

21,645
18,166
821
508

508

20,099
16,837
801
519
2
521

Corporate Governance

Selected income statement information of BoCom

Carrying amount
HSBCs share of:
total assets
total liabilities
revenues
profit or loss from continuing operations
other comprehensive income
total comprehensive income

Financial Statements

Summarised aggregate financial information in respect of all associates excluding BoCom

At 31 December 2015, the carrying amount of HSBCs interests in joint ventures was $239m (2014: $241m).
Associates and joint ventures
For the year ended 31 December 2015, HSBCs share of associates and joint ventures tax on profit was $575m (2014: $600m).
This is included within Share of profit in associates and joint ventures in the income statement.

HSBC HOLDINGS PLC

405

Shareholder Information

Joint ventures

Notes on the Financial Statements (continued)


20 Goodwill and intangible assets

Movements in interests in associates and joint ventures


2015
$m

2014
$m

At 1 January
Additions
Disposals
Share of results
Dividends
Exchange differences
Share of other comprehensive income of associates and joint ventures
Other movements

18,181
3
(8)
2,556
(879)
(718)
(9)
13

16,640
30
(133)
2,532
(757)
(212)
78
3

At 31 December1

19,139

18,181

2015
$m

2014
$m

Goodwill
Present value of in-force long-term insurance business
Other intangible assets

16,294
5,685
2,626

19,169
5,307
3,101

At 31 December

24,605

27,577

1 Includes goodwill of $593m (2014: $621m).

20 Goodwill and intangible assets

Goodwill
Accounting policy
Goodwill arises on the acquisition of subsidiaries, when the aggregate of the fair value of the consideration transferred, the amount of any
non-controlling interest and the fair value of any previously held equity interest in the acquiree exceed the amount of the identifiable assets
acquired and liabilities assumed. If the amount of the identifiable assets and liabilities acquired is greater, the difference is recognised
immediately in the income statement.
Goodwill is allocated to cash-generating units (CGUs) for the purpose of impairment testing, which is undertaken at the lowest level at
which goodwill is monitored for internal management purposes. HSBCs CGUs are based on geographical regions subdivided by global
business. Impairment testing is performed at least annually, or whenever there is an indication of impairment, by comparing the recoverable
amount of a CGU with its carrying amount. The carrying amount of a CGU is based on its assets and liabilities, including attributable goodwill.
The recoverable amount of a CGU is the higher of its fair value less cost to sell and its value in use. VIU is the present value of the expected
future CGU cash flows. If the recoverable amount is less than the carrying value, an impairment loss is charged to the income statement.
Goodwill is carried on the balance sheet at cost less accumulated impairment losses.
Goodwill is included in a disposal group if the disposal group is a CGU to which goodwill has been allocated or it is an operation within such a
CGU. The amount of goodwill included in a disposal group is measured on the basis of the relative values of the operation disposed of and
the portion of the CGU retained.
At the date of disposal of a business, attributable goodwill is included in HSBCs share of net assets in the calculation of the gain or loss on
disposal.

Critical accounting estimates and judgements


Goodwill impairment
The review of goodwill for impairment reflects managements best estimate of the future cash flows of the CGUs and the rates used to
discount these cash flows, both of which are subject to uncertain factors as follows:
the future cash flows of the CGUs are sensitive to the cash flows projected for the periods for which detailed forecasts are available and
to assumptions regarding the long-term pattern of sustainable cash flows thereafter. Forecasts are compared with actual performance
and verifiable economic data, but they reflect managements view of future business prospects at the time of the assessment; and
the rates used to discount future expected cash flows can have a significant effect on their valuation and are based on the costs of capital
assigned to individual CGUs. The cost of capital percentage is generally derived from a CAPM, which incorporates inputs reflecting a
number of financial and economic variables, including the risk-free interest rate in the country concerned and a premium for the risk of
the business being evaluated. These variables are subject to fluctuations in external market rates and economic conditions beyond
managements control, are subject to uncertainty and require the exercise of significant judgement.
The accuracy of forecast cash flows is subject to a high degree of uncertainty in volatile market conditions. In such circumstances, management
retests goodwill for impairment more frequently than annually when indicators of impairment exist to ensure that the assumptions on which
the cash flow forecasts are based continue to reflect current market conditions and managements best estimate of future business
prospects.

HSBC HOLDINGS PLC

406

Gross amount
At 1 January 2015
Exchange differences
Reclassified to held for sale1
Other

13,207
(1,237)

1,009
(73)

59

54
(4)

(5)

7,815
4

(30)

3,007
(300)
(1,319)
(1)

25,092
(1,610)
(1,319)
24

At 31 December 2015

11,971

995

45

7,789

1,387

22,187

(5,923)
30

(5,893)

Net carrying amount at 31 December 2015

11,971

995

45

1,896

1,387

16,294

Gross amount
At 1 January 2014
Disposals
Exchange differences
Reclassified to held for sale
Other

14,977
(168)
(1,594)
(8)

1,016

(30)

23

55

(1)

7,861

(47)

3,241

(240)
24
(18)

27,150
(168)
(1,864)
16
(42)

At 31 December 2014

13,207

1,009

54

7,815

3,007

25,092

(5,971)
1
47

(5,971)
1
47

Accumulated impairment losses


At 1 January 2014
Exchange differences
Other
At 31 December 2014
Net carrying amount at 31 December 2014

(5,923)

13,207

1,009

54

1,892

(5,923)
30

3,007

(5,893)

Financial Review

At 31 December 2015

Total
$m

(5,923)
19,169

1 During 2015, $1.3bn of goodwill was reclassified to held for sale following the decision to sell our Brazilian operations. Goodwill was allocated based
on the relative carrying value of the operations in Brazil to the cash generating units in Latin America. See Note 23 for further details.

Impairment testing
HSBCs impairment test in respect of goodwill allocated to each CGU is performed as at 1 July each year. A review for indicators
of impairment is undertaken at each subsequent quarter end and, as at 31 December 2015, this review identified indicators of
impairment for two CGUs, recognised as sensitive in the annual test performed as at 1 July. As a result, an impairment test has
been performed for Global Private Banking Europe and Global Banking and Markets North America as at 31 December
2015 and the goodwill balances, key assumptions and results of this test are included in the disclosures below. For all other
CGUs the annual test performed as at 1 July remains the latest impairment test and the disclosures given are as at 1 July. The
testing at both 1 July and 31 December resulted in no impairment of goodwill.

Corporate Governance

Latin
America
$m

Asia
$m

Accumulated impairment losses


At 1 January 2015
Other

MENA
$m

North
America
$m

Europe
$m

Strategic Report

Movement analysis of goodwill

The recoverable amount of all CGUs to which goodwill has been allocated was equal to its VIU at each respective testing date
for 2014 and 2015.

Shareholder Information

For each significant CGU, the VIU is calculated by discounting managements cash flow projections for the CGU. The discount
rate used is based on the cost of capital HSBC allocates to investments in the countries within which the CGU operates. The
long-term growth rate is used to extrapolate the cash flows in perpetuity because of the long-term perspective within the
Group of the business units making up the CGUs. For the goodwill impairment test conducted at 1 July 2015, managements
cash flow projections until the end of 2019 were used. For the goodwill impairment test conducted at 31 December 2015,
managements cash flow projections until the end of 2020 were used.

Financial Statements

Basis of the recoverable amount

HSBC HOLDINGS PLC

407

Notes on the Financial Statements (continued)


20 Goodwill and intangible assets

Key assumptions in VIU calculation

Goodwill at:
1 Jul 2015
31 Dec 2015
$m
$m
Cash-generating unit
Retail Banking and Wealth Management Europe
Global Private Banking Europe
Global Banking and Markets Europe
Commercial Banking Europe
Global Banking and Markets North America
Retail Banking and Wealth Management Latin America

3,562
3,414
2,690
2,603
929
792

3,343

931

Nominal
growth rate
Discount beyond initial cash
rate
flow projections
%
%
6.9
8.4
9.9
9.0
10.0
11.0

3.3
2.5
3.5
3.6
4.3
6.9

9.1
7.1
11.0
10.1
9.8
12.8

4.5
3.4
4.2
4.2
4.6
7.9

1 Jul 2014
$m
Cash-generating unit
Retail Banking and Wealth Management Europe
Global Private Banking Europe
Global Banking and Markets Europe
Commercial Banking Europe
Global Banking and Markets North America
Retail Banking and Wealth Management Latin America

4,298
3,808
3,296
3,214
917
1,762

At 1 July 2015, aggregate goodwill of $2,787m (1 July 2014: $3,610m) had been allocated to CGUs that were not considered
individually significant. The Groups CGUs do not carry on their balance sheets any significant intangible assets with indefinite
useful lives, other than goodwill.
Managements judgement in estimating the cash flows of a CGU: the cash flow projections for each CGU are based on plans
approved by the GMB.
Nominal long-term growth rate: this growth rate reflects GDP and inflation for the countries within which the CGU operates or
derives revenue from. The rates are based on IMF forecast growth rates as they represent an objective estimate of likely future
trends. The rates used for 2014 and 2015 do not exceed the long-term growth rates for the countries within which the CGUs
operate or derive revenue from.
Discount rate: the discount rate used to discount the cash flows is based on the cost of capital assigned to each CGU, which is
derived using a CAPM. The CAPM depends on inputs reflecting a number of financial and economic variables including the riskfree rate and a premium to reflect the inherent risk of the business being evaluated. These variables are based on the markets
assessment of the economic variables and managements judgement. The discount rates for each CGU are refined to reflect
the rates of inflation for the countries within which the CGU operates. In addition, for the purposes of testing goodwill for
impairment, management supplements this process by comparing the discount rates derived using the internally generated
CAPM with cost of capital rates produced by external sources for businesses operating in similar markets. For 2014 and 2015,
internal cost of capital rates were consistent with externally sourced rates. For the purpose of goodwill testing during 2015,
internal rates were adjusted to reflect the uncertainty of the cash flows used in the test.
Sensitivities of key assumptions in calculating VIU
At 1 July 2015 Global Banking and Markets Europe, and as at 31 December Global Banking and Markets North America and
Global Private Banking Europe, were all sensitive to reasonably possible changes in the key assumptions supporting the
recoverable amount. In making an estimate of reasonably possible changes to assumptions management considers the
available evidence in respect of each input to the model such as: the external range of discount rates observable; historical
performance against forecast; and risks attaching to the key assumptions underlying cash flow projections.
For Global Banking and Markets North America, a reasonably possible adverse change in any one of the discount rate,
growth rate or managements projections of cash flows could cause an impairment to be recognised. For Global Private
Banking Europe, a reasonably possible adverse change in managements projections of cash flows, or changes in more than
one assumption, could cause an impairment to be recognised. Global Banking and Markets Europe, would require reasonably
possible adverse changes in more than one assumption to cause an impairment.
The following table presents a summary of the key assumptions underlying the most sensitive inputs to the model for each
CGU; the key risks attaching to each; and details of a reasonably possible change to assumptions where, in the opinion of
management, these could result in an impairment.

HSBC HOLDINGS PLC

408

Reasonably possible changes in key assumptions

Retail Banking and


Cash flow
Wealth Management projections
Europe
and Commercial
Banking Europe

Level of interest rates;


Competitors positions within
the market; and
Level and change in
unemployment rates.

Global Private
Banking Europe

Cash flow
projections

Achievement of planned strategic Challenges achieving strategic


repositioning;
repositioning;
Level of assets under
Deferral or non-occurrence of
management;
forecast interest rate rises; and
Return on assets;
Slower than expected growth in
Central bank interest rate rises;
assets under management.
and
Cost savings from recent
investment in new platforms.

Cash flow projections decrease


by 20%.

Discount
rate

Discount rate used is a reasonable External evidence arises to


estimate of a suitable market rate
suggest that the rate used is not
for the profile of the business.
appropriate to the business.

Discount rate increases by 60bps


based on observable broker
estimates for private banking
focused institutions.

Long-term
Business growth will reflect GDP
growth rates
growth rates in the long term.
Global Banking and
Markets Europe

Growth does not match GDP or


GDP forecasts fall.

Cash flow
projections

Level of interest rates; and


Recovery of European markets
over the forecast period.

Discount
rate

Discount rate used is a reasonable External evidence arises to


estimate of a suitable market rate
suggest that the rate used is not
for the profile of the business.
appropriate to the business.

Long-term
Business growth will reflect GDP
growth rates
growth rates in the long term.
Global Banking and
Markets North
America

Uncertain regulatory
environment; and
Customer remediation and
regulatory actions.

Management has determined


that a reasonably possible change
in any of the key assumptions
would not cause an impairment
to be recognised.

Real GDP growth does not


occur or is not reflected in
performance.

Deferral or non-occurrence of
Cash flow projections decrease
forecast interest rate rises;
by 20%.
Lower than expected growth in
key markets; and
The impact of regulatory changes,
including the ring fencing of the
UK retail bank.

Growth does not match GDP or


GDP forecasts fall.

Discount rate increases by 110


basis points, based on the high
end of the range of broker
estimates for comparator
European banks with significant
investment banking operations.
Real GDP growth does not
occur or is not reflected in
performance.

Cash flow
projections

Level of interest rates;


Deferral or non-occurrence of
Growth in NAFTA, China, and
forecast interest rate rises; and
other major trade corridors;
Lower than expected growth in
Product and sales enhancements
key markets.
to increase market share; and
Increased collaboration with the
CMB business to capture further
opportunities from existing
clients.

Cash flow projections decrease


by 20%.

Discount
rate

Discount rate used is a reasonable External evidence arises to


estimate of a suitable market rate
suggest that the rate used is not
for the profile of the business.
appropriate to the business.

Discount rate increases by 100


basis points, based on the high
end of the range of broker
estimates for comparator US
banks with significant investment
banking operations.

Long-term
Business growth will reflect GDP
growth rates
growth rates in the long term.
Retail Banking and
Cash flow
Wealth Management projections
Latin America

Growth in lending and deposit


volumes; and
Credit quality of loan portfolios.

Growth does not match GDP or


GDP forecasts fall.

Real GDP growth does not


occur or is not reflected in
performance.

Unfavourable economic
conditions; and
Competitive pricing constraining
margins.

Management has determined


that a reasonably possible change
in any of the key assumptions
would not cause an impairment
to be recognised.

HSBC HOLDINGS PLC

409

Financial Review

Cash-generating unit

Strategic Report

Reasonably possible change

Corporate Governance

Associated risks

Financial Statements

Key assumptions

Shareholder Information

Input

Notes on the Financial Statements (continued)


20 Goodwill and intangible assets

The following table presents the sensitivities of the VIU for each sensitive CGU to the reasonably possible adverse changes in
the assumptions set out above:
Sensitivity of VIU to reasonably possible changes in key assumptions

Cash-generating unit
Global Private Banking
Europe1
Global Banking and Markets
Europe2
Global Banking and Markets
North America1

Reasonably possible change in key assumptions and impact on VIU


Long-term
Cumulative
Discount
Impact
Cash Impact on
growth
Impact
impact of
rate
on VIU
flows
VIU
rate
on VIU all changes
bps
$bn
%
$bn
bps
$bn
$bn

Carrying
amount
$bn

Value
in use
$bn

4.6

5.2

60

(0.5)

(20)

(1.0)

(76)

(0.5)

(1.8)

20.9

27.1

110

(3.9)

(20)

(5.4)

(213)

(5.6)

(11.9)

13.8

14.8

100

(2.2)

(20)

(3.0)

(215)

(3.3)

(6.6)

1 As at 31 December 2015.
2 As at 1 July 2015.

The following table presents for each sensitive CGU, the change required to individual current assumptions to reduce
headroom to nil (breakeven).
Changes to current assumptions to achieve nil headroom
Discount
rate
bps
Cash-generating unit
Global Private Banking Europe1
Global Banking and Markets Europe2
Global Banking and Markets North America1

69
193
41

Increase/(decrease)
Cash
flow
%
(11.2)
(23.0)
(6.7)

Long-term
growth rate
bps
(86)
(245)
(50)

1 As at 31 December 2015.
2 As at 1 July 2015.

Intangible assets
Accounting policy
Intangible assets are recognised, and those that are acquired in a business combination are distinguished from goodwill, when they are
separable or arise from contractual or other legal rights, and it is probable that future economic benefits will flow to HSBC, the cost of which
can be measured reliably.
Intangible assets include the present value of in-force long-term insurance business and long-term investment contracts with discretionary
participating features (PVIF), computer software, trade names, mortgage servicing rights, customer lists, core deposit relationships, credit
card customer relationships and merchant or other loan relationships. Computer software includes both purchased and internally generated
software. The cost of internally generated software comprises all directly attributable costs necessary to create, produce and prepare the
software to be capable of operating in the manner intended by management. Costs incurred in the ongoing maintenance of software are
expensed immediately as incurred.
Intangible assets are subject to impairment review if there are events or changes in circumstances that indicate that the carrying amount
may not be recoverable. Where:
intangible assets have an indefinite useful life, or are not yet ready for use, they are tested for impairment annually. An intangible asset
recognised during the current period is tested before the end of the current year; and where
intangible assets have a finite useful life, except for PVIF, they are stated at cost less amortisation and accumulated impairment losses
and are amortised over their estimated useful lives. Estimated useful life is the lower of legal duration and expected useful life.
Intangible assets with finite useful lives are generally amortised, on a straight-line basis, over their useful lives as follows:
Trade names
Mortgage servicing rights
Internally generated software
Purchased software
Customer/merchant relationships
Other

10 years
between 5 and 12 years
between 3 and 5 years
between 3 and 5 years
between 3 and 10 years
10 years

HSBC HOLDINGS PLC

410

Strategic Report

Present value of in-force long-term insurance business


The value placed on insurance contracts that are classified as long-term insurance business or long-term investment contracts with
discretionary participating features (DPF) and are in force at the balance sheet date is recognised as an asset. The asset represents the
present value of the equity holders interest in the issuing insurance companies profits expected to emerge from these contracts written
at the balance sheet date. The PVIF is determined by discounting the equity holders interest in future profits expected to emerge from
business currently in force using appropriate assumptions in assessing factors such as future mortality, lapse rates and levels of expenses,
and a risk discount rate that reflects the risk premium attributable to the respective contracts. The PVIF incorporates allowances for both
non-market risk and the value of financial options and guarantees. The PVIF asset is presented gross of attributable tax in the balance sheet
and movements in the PVIF asset are included in Other operating income on a gross of tax basis.

Present value of in-force long-term insurance business


2014
$m

5,307

5,335

Change in PVIF of long-term insurance business


Value of new business written during the year1
Movements arising from in-force business:
expected return
experience variances2
changes in operating assumptions
Investment return variances
Changes in investment assumptions
Other adjustments

799
809

261
870

(552)
15
129
222
138
38

(545)
62
(69)
(34)
(75)
52

Transfer of assets classified as held for sale3


Exchange differences and other

(219)
(202)

(122)
(167)

PVIF at 31 December

5,685

5,307

1 Value of new business written during the year is the present value of the projected stream of profits from the business.
2 Experience variances includes the effect of the difference between demographic, expense and persistency assumptions used in the previous PVIF
calculation and actual experience observed during the year to the extent this affects profits on future business.
3 Relates to the Brazilian insurance operations and the UK pensions business which were classified as held for sale in the first half of 2015 and 2014
respectively. See page 180 for further details.

In the PVIF calculation, expected cash flows are projected after adjusting for a variety of assumptions made by each insurance
operation to reflect local market conditions and managements judgement of future trends, and after applying risk margins to
reflect any uncertainty in the underlying assumptions. Variations in actual experience and changes to assumptions can
contribute to volatility in the results of the insurance business.

Corporate Governance

PVIF at 1 January

2015
$m

Financial Review

Movements in PVIF

The key drivers of the movement in the value of the PVIF asset are the expected cash flows from:

unwind of the discount rate less the reversal of expected cash flows for the period (expected return);
changes in non-economic operating assumptions such as mortality or lapse rates (changes in operating assumptions);
the effects of changes in projected future cash flows associated with operating assumption experience variances compared
with those assumed at the start of the period (experience variances);
changes related to future investment returns (changes in investment assumptions); and
the effect of actual investment experience on existing assets compared with the assumptions at the start of the period
(investment return variances).

Financial Statements

new business adjusted for anticipated maturities and assumptions relating to policyholder behaviour (value of new
business written during the year);

Shareholder Information

The valuation of the PVIF asset includes explicit risk margins for non-economic risks in the projection assumptions and explicit
allowances for financial options and guarantees using stochastic methods. Risk discount rates are set on an active basis with
reference to market risk-free yields.

HSBC HOLDINGS PLC

411

Notes on the Financial Statements (continued)


20 Goodwill and intangible assets

Key assumptions used in the computation of PVIF for main life insurance operations
Economic assumptions are either set in a way that is consistent with observable market values or, in certain markets (including
those where the risk free curve is not observable at tenors matching the duration of our insurance contract liabilities) use is
made of long-term economic assumptions. Setting such assumptions involves the projection of long-term interest rates and
the time horizon over which observable rates tend towards these long-term assumptions. The assumptions are informed by
relevant historical data and by research and analysis performed by the Groups Economic Research team and external experts,
including regulatory bodies. The valuation of PVIF will be sensitive to any changes in these long-term assumptions in the same
way that it is sensitive to observed market movements, and the impact of such changes is included in the sensitivities
presented below.

Weighted average risk free rate


Weighted average risk discount rate
Expense inflation

UK
%

2015
Hong Kong
%

1.75
2.25
4.56

1.82
6.81
3.00

France1
%
1.57
2.55
1.70

UK
%

2014
Hong Kong
%

1.65
2.15
4.67

1.86
7.42
3.00

France1
%
1.21
1.73
2.00

1 For 2015, the calculation of Frances PVIF assumes a risk discount rate of 2.55% (2014: 1.73%) plus a risk margin of $51m (2014: $63m).

Sensitivity to changes in economic assumptions


The Group sets the risk discount rate applied to the PVIF calculation by starting from a risk-free rate curve and adding explicit
allowances for risks not reflected in the best estimate cash flow modelling. Where shareholders provide options and
guarantees to policyholders the cost of these options and guarantees is an explicit reduction to PVIF, unless it is already
allowed for as an explicit addition to the technical provisions required by regulators. See page 184 for further details of these
guarantees.
The following table shows the effect on the PVIF of reasonably possible changes in the main economic assumption, risk-free
rates, across all insurance manufacturing subsidiaries. Due to certain characteristics of the contracts, the relationships are nonlinear and the results of the sensitivity testing should not be extrapolated to higher levels of stress. For the same reason, the
impact of the stress is not symmetrical on the upside and downside. The sensitivities shown are before actions that could be
taken by management to mitigate effects and allow for adverse changes in policyholder behaviour. The sensitivities have
decreased from 2014 to 2015, driven mainly by rising yields and updates to interest rate parameters in France during 2015.
In a low yield environment the PVIF asset is particularly sensitive to yield curve movements driven by the projected cost of
options and guarantees described on page 184.

Effect on PVIF at 31 December of:


+100 basis point shift in risk-free rate
100 basis point shift in risk-free rate1

2015
$m

2014
$m

(3)
(139)

320
(589)

1 Where a 100 basis point parallel shift in the risk-free rate would result in a negative rate, the effect on PVIF has been calculated using a minimum
rate of 0%.

Sensitivity to changes in non-economic assumptions


Policyholder liabilities and PVIF for life manufacturers are determined by reference to non-economic assumptions including
mortality and/or morbidity, lapse rates and expense rates. The table below shows the sensitivity of PVIF to reasonably possible
changes in these non-economic assumptions at 31 December across all our insurance manufacturing subsidiaries.

Effect on PVIF at 31 December of:


10% increase in mortality and/or morbidity rates
10% decrease in mortality and/or morbidity rates
10% increase in lapse rates
10% decrease in lapse rates
10% increase in expense rates
10% decrease in expense rates

HSBC HOLDINGS PLC

412

2015
$m

2014
$m

(73)
77
(127)
144
(83)
83

(66)
70
(146)
165
(93)
94

Other intangible assets

Cost
At 1 January 2015
Additions
Disposals
Amount written off
Reclassified to held for sale
Other changes

6,413
857
(134)
(238)
(239)
(292)

2,863
114
(159)
(2)
(452)
(184)

9,276
971
(293)
(240)
(691)
(476)

At 31 December 2015

6,367

2,180

8,547

Accumulated amortisation
At 1 January 2015
Charge for the year1
Impairment
Disposals
Amount written off
Reclassified to held for sale
Other changes

(4,286)
(686)
(149)
128
238
141
181

(1,889)
(142)
15
147
2
250
120

(6,175)
(828)
(134)
275
240
391
301

At 31 December 2015

(4,433)

(1,497)

(5,930)

Net carrying amount at 31 December 2015

1,934

683

2,617

Cost
At 1 January 2014
Additions
Disposals
Amount written off
Other changes

5,999
732
(35)
(24)
(259)

8,974
909
(115)
(77)
(415)

At 31 December 2014

6,413

2,975
177
(80)
(53)
(156)
163
2,863

Accumulated amortisation
At 1 January 2014
Charge for the year1
Impairment
Disposals
Amount written off
Other changes

(3,809)
(677)
(11)
32
24
155

(1,761)
(261)
(54)
77
53
57

(5,570)
(938)
(65)
109
77
212

At 31 December 2014

(4,286)

(1,889)

(6,175)

Net carrying amount at 31 December 2014

2,127

974

9,276

Financial Review

Total
$m

Corporate Governance

Other
$m

3,101

Shareholder Information

1 The amortisation charge for the year is recognised within the income statement under Amortisation and impairment of intangible assets, with the
exception of the amortisation of mortgage servicing rights which is recognised in Net fee income. The revaluation net of amortisation charge for
mortgage servicing rights was $25m in 2015 (2014: charge of $67m).

Financial Statements

Internally
generated
software
$m

Strategic Report

Movement of intangible assets excluding goodwill and the PVIF

HSBC HOLDINGS PLC

413

Notes on the Financial Statements (continued)


21 Investments in subsidiaries

21 Investments in subsidiaries
Accounting policy
HSBC classifies investments in entities which it controls as subsidiaries. HSBCs consolidation policy is described in Note 1(g). Subsidiaries
which are structured entities are covered in Note 39.
HSBC Holdings investments in subsidiaries are stated at cost less impairment losses. Impairment losses recognised in prior periods are
reversed through the income statement if there has been a change in the estimates used to determine the investments recoverable amount
since the last impairment loss was recognised.

Principal subsidiaries of HSBC Holdings

Country of
incorporation
or registration
Europe
HSBC Bank plc

HSBC France
HSBC Private Banking Holdings (Suisse) SA
HSBC Trinkaus & Burkhardt AG
Asia
Hang Seng Bank Limited1
HSBC Bank Australia Limited
HSBC Bank (China) Company Limited
HSBC Bank Malaysia Berhad
HSBC Bank (Taiwan) Limited
HSBC Life (International) Limited
The Hongkong and Shanghai Banking Corporation Limited

At 31 December 2015
HSBCs
interest in
Issued
equity capital
equity
%
capital

Share
class

England

100

797m

France
Switzerland
Germany

99.99
100
80.65

337m
CHF1,363m
75.4m

62.14
100
100
100
100
100
100

HK$9, 658m
A$811m
RMB15,400m
RM115m
TWD34,800m
HK$4,178m
HK$96,052m

Ordinary no par value


Ordinary no par value
Ordinary CNY1.00
Ordinary RM0.50
Ordinary TWD10.00
Ordinary HK$1.00
Ordinary no par value
CIP2 $1.00
CRP3 $1.00
NIP4 $1.00

$931m

Ordinary $1.00
CRP3 $1.00
Ordinary EGP84.00

Hong Kong
Australia
PRC5
Malaysia
Taiwan
Bermuda
Hong Kong

Middle East and North Africa


HSBC Bank Middle East Limited

Jersey

100

HSBC Bank Egypt S.A.E.

Egypt

94.53

Canada

100

USA
USA
USA

100
100
100

Brazil

100

Mexico

99.99

EGP2,796m

Ordinary 1
Preferred Ordinary 1
Series 2 Third Dollar
Preference $0.01
Third Dollar
Preference $0.01
Shares 5.00
Ordinary CHF1,000
Shares of no par value

North America
HSBC Bank Canada

HSBC Bank USA, N.A.


HSBC Finance Corporation
HSBC Securities (USA) Inc.
Latin America
HSBC Bank Brasil S.A. Banco Mltiplo
HSBC Mexico, S.A., Institucin de Banca Mltiple,
Grupo Financiero HSBC
1 Listed in Hong Kong.
2 Cumulative Irredeemable Preference shares.

3 Cumulative Redeemable Preference shares.


4 Non-cumulative Irredeemable Preference shares.

C$1,225m
C$500m
$2m
6
6

Common shares of no
par value
Preference shares of no
par value
Common $100
Common $0.01
Common $0.05

BRL6,402m

Shares of no par value

MXN5,681m

Ordinary MXN2.00

5 Peoples Republic of China.


6 Issued equity capital is less than $1m.

Details of the debt, subordinated debt and preference shares issued by the principal subsidiaries to parties external to the Group are included in Notes 26
Debt securities in issue, 30 Subordinated liabilities and 34 Non-controlling interests, respectively.

All the above subsidiaries are included in the HSBC consolidated financial statements.

HSBC HOLDINGS PLC

414

HSBC Holdings is the primary provider of equity capital to its subsidiaries and also provides them with non-equity capital
where necessary. These investments are substantially funded by HSBC Holdings issuance of equity and non-equity capital
and by profit retention. As part of its capital management process, HSBC Holdings seeks to maintain a balance between the
composition of its capital and its investment in subsidiaries. Subject to this, there is no current or foreseen impediment to
HSBC Holdings ability to provide funding for such investments. The ability of subsidiaries to pay dividends or advance monies
to HSBC Holdings depends on, among other things, their respective local regulatory capital and banking requirements,
exchange controls, statutory reserves, and financial and operating performance. During 2015, none of the Groups subsidiaries
experienced significant restrictions on paying dividends or repaying loans and advances. Also, there are no foreseen
restrictions envisaged by our subsidiaries, with the exception of HSBC North America Holdings Inc., on paying dividends or
repaying loans and advances.
The amount of guarantees by HSBC Holdings in favour of other HSBC Group entities is set out in Note 37.
Structured entities consolidated by HSBC where HSBC owns less than 50% of the voting rights

Strategic Report

HSBC is structured as a network of regional banks and locally incorporated regulated banking entities. Each bank is separately
capitalised in accordance with applicable prudential requirements and maintains a capital buffer consistent with the Groups
risk appetite for the relevant country or region. HSBCs capital management process culminates in the annual Group capital
plan, which is approved by the Board.

Financial Review

Details of all HSBC subsidiaries, as required under Section 409 of the Companies Act 2006, are set out on pages 458 to 469.
The principal countries of operation are the same as the countries of incorporation except for HSBC Bank Middle East Limited,
which operates mainly in the Middle East and North Africa, and HSBC Life (International) Limited, which operates mainly in
Hong Kong.

Solitaire Funding Ltd


Mazarin Funding Limited
Barion Funding Limited
Malachite Funding Limited
HSBC Home Equity Loan Corporation I
HSBC Home Equity Loan Corporation II
Regency Assets Limited

7.3
1.9
1.1
0.4

1.6
15.2

9.0
3.9
2.0
1.4
1.9
0.9
11.0

Securities investment conduit


Securities investment conduit
Securities investment conduit
Securities investment conduit
Securitisation
Securitisation
Conduit

In addition to the above, HSBC consolidates a number of individually insignificant structured entities with total assets of
$17.9bn (2014: $22.9bn). For further details, see Note 39.
In each of the above cases, HSBC controls and consolidates an entity when it is exposed, or has rights, to variable returns from
its involvement with the entity and has the ability to affect those returns through its power over the entity.

Corporate Governance

Carrying value of total


consolidated assets
Nature of SPE
2015
2014
$bn
$bn

Profit attributable to non-controlling interests


Accumulated non-controlling interests of the subsidiary
Dividends paid to non-controlling interests
Summarised financial information:
total assets
total liabilities
net operating income before loan impairment
profit for the year
total comprehensive income for the year

HSBC HOLDINGS PLC

415

2015

2014

37.86%
Hong Kong

37.86%
Hong Kong

$m

$m

1,364
5,866
523

760
5,765
513

169,813
153,458
5,411
3,604
1,636

160,769
144,642
3,687
2,007
4,460

Shareholder Information

Hang Seng Bank Limited


Proportion of ownership interests and voting rights held by non-controlling interests
Place of business

Financial Statements

Subsidiaries with significant non-controlling interests

Notes on the Financial Statements (continued)


22 Prepayments / 23 Assets held for sale and disposal groups / 24 Trading liabilities

22 Prepayments, accrued income and other assets


2015
$m

2014
$m

Prepayments and accrued income


Bullion
Endorsements and acceptances
Reinsurers share of liabilities under insurance contracts (Note 28)
Employee benefit assets (Note 6)
Other accounts
Property, plant and equipment

7,765
11,501
9,149
1,378
5,272
9,410
9,923

10,554
15,726
10,775
1,032
5,028
13,882
10,532

At 31 December

54,398

67,529

Prepayments, accrued income and other assets included $25,310m (2014: $33,889m) of financial assets, the majority of which
were measured at amortised cost.

23 Assets held for sale and liabilities of disposal groups held for sale
Accounting policy
Assets held for sale
Assets and liabilities of disposal groups and non-current assets are classified as held for sale when their carrying amounts will be recovered
principally through sale rather than through continuing use. Held-for-sale assets and liabilities are measured at the lower of their carrying
amount and fair value less cost to sell, except for those assets and liabilities that are not within the scope of the measurement requirements
of IFRS 5 Non-current Assets Held for Sale and Discontinued Operations.
Immediately before the initial classification as held for sale, the carrying amounts of the relevant assets and liabilities are measured in
accordance with applicable IFRSs. On subsequent remeasurement of a disposal group, the carrying amounts of any assets and liabilities that
are not within the scope of the measurement requirements of IFRS 5, but are included in a disposal group classified as held for sale, are
remeasured under applicable IFRSs before the fair value less costs to sell of the disposal group is determined.
2015
$m

2014
$m

Held for sale at 31 December


Disposal groups
Non-current assets held for sale

41,715
2,185

6,883
764

Total assets

43,900

7,647

Liabilities of disposal groups

36,840

6,934

Disposal groups
Brazil
In the first half of 2015, we announced the plan to sell our operations in Brazil. At 31 December 2015, the sale was considered
highly probable and therefore the assets and liabilities of the disposal group were classified as held for sale. The disposal group
includes the assets and liabilities expected to be sold plus allocated goodwill as set out in the table on page 417.
The disposal group is measured at its carrying amount at 31 December 2015, which is lower than its fair value less cost to sell.
The carrying amount includes a $1.3bn deferred tax asset and $1.3bn of allocated goodwill (see Note 20). The assets and
liabilities of the disposal group have been reclassified from their individual lines in the consolidated balance sheet and are
presented in separate Held for sale lines at 31 December 2015. There is no change to the comparative balance sheet
presentation and there is no separate presentation in the income statement.
At 31 December 2015, there were no significant accounting implications in respect of the planned sale although this may evolve
as it progresses. The disposal group represents a foreign operation and when the disposal completes the cumulative amount
of associated exchange differences previously recognised in other comprehensive income will be reclassified to the income
statement. At 31 December 2015, there was a cumulative loss of $2.6bn in the Groups foreign exchange reserve attributable
to the Brazilian operations.

HSBC HOLDINGS PLC

416

Other
$m

Total
$m

Assets of disposal groups held for sale


Trading assets
Fair value of financial assets designated at fair value
Loans and advances to banks
Loans and advances to customers
Reverse repurchase agreements
Financial investments
Goodwill and intangible assets
Deferred tax asset1
Prepayments, accrued income and other assets

55
3,123
4,068
17,001
3,511
6,238
1,680
1,325
4,674

40

55
3,123
4,068
17,041
3,511
6,238
1,680
1,325
4,674

Total assets at 31 December 2015

41,675

40

41,715

Liabilities of disposal groups held for sale


Deposits by banks
Customer accounts
Debt securities in issue
Liabilities under insurance contracts
Accruals, deferred income and other liabilities

1,521
15,094
7,957
3,338
7,335

1,588

1,521
16,682
7,957
3,338
7,342

Total liabilities at 31 December 2015

35,245

1,595

36,840

First Half of 2016


Latin America

First Half of 2016


North America

20,912
15,094

40
1,588

1 The recognition of deferred tax assets relies on an assessment of the probability and sufficiency of future taxable profits and future reversals of
existing taxable temporary differences. In recognising the deferred tax asset management has critically assessed all available information, including
sufficiency of future taxable profits using internal and external benchmarks, and historical performance.

24 Trading liabilities
Accounting policy
Financial liabilities are classified as held for trading if they have been acquired or incurred principally for the purpose of selling or
repurchasing in the near term, or form part of a portfolio of identified financial instruments that are managed together and for which there
is evidence of a recent pattern of short-term profit-taking. They are recognised on trade date, when HSBC enters into contractual
arrangements with counterparties, and are normally derecognised when extinguished. They are initially measured at fair value, with
transaction costs taken to the income statement. Subsequent changes in fair value and interest are recognised in the income statement in
Net trading income.
Liabilities arising from the sale of borrowed securities are classified as held for trading.

Trading liabilities

Deposits by banks1
Customer accounts1,2
Other debt securities in issue (Note 26)3
Other liabilities net short positions in securities
At 31 December

2015
$m

2014
$m

27,054
40,208
30,525
43,827

41,453
50,600
33,602
64,917

141,614

190,572

1 Deposits by banks and Customer accounts include repos, settlement accounts, stock lending and other amounts.
2 Structured deposits placed at HSBC Bank USA and HSBC Trust Company (Delaware) National Association are insured by the Federal Deposit Insurance
Corporation, a US government agency, up to $250,000 per depositor.
3 Other debt securities in issue comprises structured notes issued by HSBC for which market risks are actively managed as part of trading portfolios.

At 31 December 2015, the cumulative amount of change in fair value attributable to changes in HSBCs credit risk was a gain of
$122m (2014: loss of $79m).

HSBC HOLDINGS PLC

417

Corporate Governance

20,952
16,682

Financial Statements

Fair value of selected financial instruments which are not carried


at fair value on the balance sheet at 31 December 2015
Loans and advances to banks and customers
Customer accounts

Shareholder Information

Expected date of completion


Operating segment

Financial Review

Brazil
$m

Strategic Report

The major classes of assets and associated liabilities of disposal groups held for sale are as follows:

Notes on the Financial Statements (continued)


25 Financial liabilities at FV / 26 Debt securities / 27 Accruals / 28 Liabilities under insurance contracts

25 Financial liabilities designated at fair value


Accounting policy
The criteria for designating instruments at fair value and their measurement are described in Note 15. The fair value designation, once made,
is irrevocable. Designated financial liabilities are recognised when HSBC enters into contracts with counterparties and are normally
derecognised when extinguished. Examples of such designations include:
Long-term debt issues
The interest and/or foreign exchange exposure on certain fixed rate debt securities issued has been matched with the interest and/or foreign
exchange exposure on certain swaps as part of a documented risk management strategy. An accounting mismatch would arise if the debt
securities issued were accounted for at amortised cost, and this mismatch is eliminated through the fair value designation.
Financial liabilities under unit-linked and non-linked investment contracts
HSBC issues contracts to customers that contain insurance risk, financial risk or a combination thereof. A contract under which HSBC accepts
insignificant insurance risk from another party is not classified as an insurance contract, but is accounted for as a financial liability. See Note
28 for contracts where HSBC accepts significant insurance risk.
Customer liabilities under linked and certain non-linked investment contracts issued by insurance subsidiaries and the corresponding
financial assets are designated at fair value. Liabilities are at least equivalent to the surrender or transfer value which is calculated by
reference to the value of the relevant underlying funds or indices. Premiums receivable and amounts withdrawn are accounted for as
increases or decreases in the liability recorded in respect of investment contracts. The incremental costs directly related to the acquisition
of new investment contracts or renewing existing investment contracts are deferred and amortised over the period during which the
investment management services are provided.

Financial liabilities designated at fair value HSBC


2015
$m

2014
$m

Deposits by banks and customer accounts


Liabilities to customers under investment contracts
Debt securities in issue (Note 26)
Subordinated liabilities (Note 30)
Preferred securities (Note 30)

193
6,027
37,678
21,168
1,342

160
6,312
46,364
21,822
1,495

At 31 December

66,408

76,153

The carrying amount at 31 December 2015 of financial liabilities designated at fair value was $4,147m more than the
contractual amount at maturity (2014: $5,813m more). The cumulative amount of the change in fair value attributable to
changes in credit risk was a gain of $158m (2014: loss of $870m).
Financial liabilities designated at fair value HSBC Holdings
2015
$m

2014
$m

Debt securities in issue (Note 26):


owed to third parties
Subordinated liabilities (Note 30):
owed to third parties
owed to HSBC undertakings

7,897

8,185

11,100
856

9,513
981

At 31 December

19,853

18,679

The carrying amount at 31 December 2015 of financial liabilities designated at fair value was $2,127m more than the
contractual amount at maturity (2014: $2,694m more). The cumulative amount of the change in fair value attributable to
changes in credit risk was a loss of $172m (2014: loss of $520m).

26 Debt securities in issue


Accounting policy
Financial liabilities for debt securities issued are recognised when HSBC enters into contractual arrangements with counterparties and are
initially measured at fair value, which is normally the consideration received, net of directly attributable transaction costs incurred. The
subsequent measurement of financial liabilities, other than those measured at fair value through profit or loss and financial guarantees, is
at amortised cost, using the effective interest method to amortise the difference between proceeds received, net of directly attributable
transaction costs incurred, and the redemption amount over their expected life.

HSBC HOLDINGS PLC

418

Bonds and medium-term notes


Other debt securities in issue
Of which debt securities in issue reported as:
trading liabilities (Note 24)
financial liabilities designated at fair value (Note 25)
At 31 December

2015
$m

2014
$m

128,348
28,804

132,539
43,374

157,152

175,913

(30,525)
(37,678)

(33,602)
(46,364)

88,949

95,947

2015
$m

2014
$m

8,857

9,194

(7,897)

(8,185)

Strategic Report

Debt securities in issue HSBC

1,009

2015
$m

2014
$m

Accruals and deferred income


Amounts due to investors in funds consolidated by HSBC
Obligations under finance leases
Endorsements and acceptances
Employee benefit liabilities (Note 6)
Other liabilities

11,129
474
37
9,135
2,809
14,532

15,075
782
67
10,760
3,208
16,570

At 31 December

38,116

46,462

27 Accruals, deferred income and other liabilities

Accruals, deferred income and other liabilities include $29,358m (2014: $39,846m) of financial liabilities, the majority of which
are measured at amortised cost.

28 Liabilities under insurance contracts


Accounting policy
HSBC issues contracts to customers that contain insurance risk, financial risk or a combination thereof. A contract under which HSBC accepts
significant insurance risk from another party by agreeing to compensate that party on the occurrence of a specified uncertain future event, is
classified as an insurance contract. An insurance contract may also transfer financial risk, but is accounted for as an insurance contract if the
insurance risk is significant.
Liabilities under insurance contracts
Liabilities under non-linked life insurance contracts are calculated by each life insurance operation based on local actuarial principles.
Liabilities under unit-linked life insurance contracts are at least equivalent to the surrender or transfer value, which is calculated by reference
to the value of the relevant underlying funds or indices.
A liability adequacy test is carried out on insurance liabilities to ensure that the carrying amount of the liabilities is sufficient in the light of
current estimates of future cash flows. When performing the liability adequacy test, all contractual cash flows are discounted and compared
with the carrying value of the liability. When a shortfall is identified it is charged immediately to the income statement.
Future profit participation on insurance contracts with DPF
Where contracts provide discretionary profit participation benefits to policyholders, liabilities for these contracts include provisions for the
future discretionary benefits to policyholders. These provisions reflect the actual performance of the investment portfolio to date and
managements expectation of the future performance of the assets backing the contracts, as well as other experience factors such as
mortality, lapses and operational efficiency, where appropriate. This benefit may arise from the contractual terms, regulation, or past
distribution policy.
Investment contracts with DPF
While investment contracts with DPF are financial instruments, they continue to be treated as insurance contracts as permitted by IFRS 4
Insurance Contracts. The Group therefore recognises the premiums for those contracts as revenue and recognises as an expense the
resulting increase in the carrying amount of the liability.
In the case of net unrealised investment gains on these contracts, whose discretionary benefits principally reflect the actual performance of
the investment portfolio, the corresponding increase in the liabilities is recognised in either the income statement or other comprehensive
income, following the treatment of the unrealised gains on the relevant assets. In the case of net unrealised losses, a deferred participating
asset is recognised only to the extent that its recoverability is highly probable. Movements in the liabilities arising from realised gains and
losses on relevant assets are recognised in the income statement.

HSBC HOLDINGS PLC

419

Corporate Governance

960

Financial Statements

At 31 December

Shareholder Information

Debt securities
Of which debt securities in issue reported as:
financial liabilities designated at fair value (Note 25)

Financial Review

Debt securities in issue HSBC Holdings

Notes on the Financial Statements (continued)


28 Liabilities under insurance contracts / 29 Provisions

Liabilities under insurance contracts


Gross
$m

Reinsurers
share
$m

Net
$m

Non-linked insurance contracts1


At 1 January 2015
Claims and benefits paid
Increase in liabilities to policyholders
Disposals/transfers to held-for-sale
Exchange differences and other movements

36,973
(3,200)
7,746
(443)
(538)

At 31 December 2015

40,538

Investment contracts with DPF


At 1 January 2015
Claims and benefits paid
Increase in liabilities to policyholders
Exchange differences and other movements2

25,068
(2,101)
2,728
(3,086)

25,068
(2,101)
2,728
(3,086)

At 31 December 2015

22,609

22,609

Linked life insurance contracts


At 1 January 2015
Claims and benefits paid
Increase in liabilities to policyholders
Disposals/transfers to held-for-sale
Exchange differences and other movements3

(772)
153
(575)
6
73
(1,115)

(260)
64
(5)

(62)

36,201
(3,047)
7,171
(437)
(465)
39,423

At 31 December 2015

11,820
(1,869)
1,398
(4,594)
36
6 91
6,791

Total liabilities to policyholders at 31 December 2015

69,938

(1,378)

68,560

Non-linked insurance contracts1


At 1 January 2014
Claims and benefits paid
Increase in liabilities to policyholders
Disposals/transfers to held-for-sale
Exchange differences and other movements

33,950
(3,575)
7,764
(589)
(577)

(1,118)
175
(409)
527
53

32,832
(3,400)
7,355
(62)
(524)

At 31 December 2014

36,973

Investment contracts with DPF


At 1 January 2014
Claims and benefits paid
Increase in liabilities to policyholders
Exchange differences and other movements2

26,427
(2,175)
3,188
(2,372)

26,427
(2,175)
3,188
(2,372)

At 31 December 2014

25,068

25,068

Linked life insurance contracts


At 1 January 2014
Claims and benefits paid
Increase in liabilities to policyholders
Disposals/transfers to held-for-sale
Exchange differences and other movements3

13,804
(1,499)
2,762
(2,547)
(700)

(263)

(772)

(290)
88
33
74
(165)

11,560
(1,805)
1,393
(4,594)
(26)
6 28
6,528

36,201

13,514
(1,411)
2,795
(2,473)
(865)

At 31 December 2014

11,820

(260)

11,560

Total liabilities to policyholders at 31 December 2014

73,861

(1,032)

72,829

1 Non-linked insurance contracts includes liabilities under non-life insurance contracts.


2 Exchange differences and other movements includes movement in liabilities relating to discretionary profit participation benefits due to policyholders
arising from net unrealised investment gains recognised in other comprehensive income.
3 Exchange differences and other movements includes amounts arising under reinsurance agreements.

The increase in liabilities to policyholders represents the aggregate of all events giving rise to additional liabilities to
policyholders in the year. The key factors contributing to the movement in liabilities to policyholders included death claims,
surrenders, lapses, liabilities to policyholders created at the initial inception of the policies, the declaration of bonuses and
other amounts attributable to policyholders.

HSBC HOLDINGS PLC

420

29 Provisions

Critical accounting estimates and judgements


Provisions
Judgement is involved in determining whether a present obligation exists and in estimating the probability, timing and amount of any
outflows. Professional expert advice is taken on the assessment of litigation, property (including onerous contracts) and similar obligations.
Provisions for legal proceedings and regulatory matters typically require a higher degree of judgement than other types of provisions. When
matters are at an early stage, accounting judgements can be difficult because of the high degree of uncertainty associated with determining
whether a present obligation exists, and estimating the probability and amount of any outflows that may arise. As matters progress,
management and legal advisers evaluate on an ongoing basis whether provisions should be recognised, revising previous judgements and
estimates as appropriate. At more advanced stages, it is typically easier to make judgements and estimates around a better defined set of
possible outcomes. However, the amount provisioned can remain very sensitive to the assumptions used. There could be a wide range of
possible outcomes for any pending legal proceedings, investigations or inquiries. As a result, it is often not practicable to quantify a range
of possible outcomes for individual matters. It is also not practicable to meaningfully quantify ranges of potential outcomes in aggregate for
these types of provisions because of the diverse nature and circumstances of such matters and the wide range of uncertainties involved.
Provisions for customer remediation also require significant levels of estimation and judgement. The amounts of provisions recognised
depend on a number of different assumptions, for example, the volume of inbound complaints, the projected period of inbound complaint
volumes, the decay rate of complaint volumes, the population identified as systemically mis-sold and the number of policies per customer
complaint.

Financial Review

Provisions are recognised when it is probable that an outflow of economic benefits will be required to settle a present legal or constructive
obligation which has arisen as a result of past events and for which a reliable estimate can be made.

Strategic Report

Accounting policy

Customer
remediation
$m

Other
provisions
$m

Total
$m

At 1 January 2015
Additional provisions/increase in provisions
Provisions utilised
Amounts reversed
Unwinding of discounts
Exchange differences and other movements

197
430
(95)
(29)

(40)

234
120
(2)
(15)

(97)

2,184
2,153
(619)
(95)
40
(489)

1,831
765
(856)
(170)
6
(236)

552
138
(159)
(133)

(63)

4,998
3,606
(1,731)
(442)
46
(925)

At 31 December 2015

463

240

3,174

1,340

335

5,552

At 1 January 2014
Additional provisions/increase in provisions
Provisions utilised
Amounts reversed
Unwinding of discounts
Exchange differences and other movements

271
147
(143)
(43)

(35)

177
136
(2)
(46)
1
(32)

1,832
1,752
(1,109)
(281)
43
(53)

2,382
1,440
(1,769)
(184)
10
(48)

555
154
(112)
(66)
11
10

5,217
3,629
(3,135)
(620)
65
(158)

At 31 December 2014

197

234

2,184

1,831

552

4,998

Further details of Legal proceedings and regulatory matters are set out in Note 40. Legal proceedings include civil court,
arbitration or tribunal proceedings brought against HSBC companies (whether by way of claim or counterclaim) or civil
disputes that may, if not settled, result in court, arbitration or tribunal proceedings. Regulatory matters refer to investigations,
reviews and other actions carried out by, or in response to the actions of, regulators or law enforcement agencies in
connection with alleged wrongdoing by HSBC.
Further details of Customer remediation are set out in this note. Customer remediation refers to activities (root cause
analysis, customer contact, case reviews, decision making and redress calculations) carried out by HSBC to compensate
customers for losses or damages associated with a failure to comply with regulations or to treat customers fairly. Customer
remediation is often initiated by HSBC in response to customer complaints and/or industry developments in sales practices,
and is not necessarily initiated by regulatory action.
Payment protection insurance
At 31 December 2015, a provision of $1,039m (2014: $1,079m) was held relating to the estimated liability for redress in
respect of the possible mis-selling of payment protection insurance (PPI) policies in previous years. An increase in provisions
of $549m was recognised during the year, primarily reflecting an increase in inbound complaints by claims management

HSBC HOLDINGS PLC

421

Financial Statements

Contractual
commitments
$m

Shareholder Information

Restructuring
costs
$m

Legal
proceedings
and regulatory
matters
$m

Corporate Governance

Provisions

Notes on the Financial Statements (continued)


29 Provisions / 30 Subordinated liabilities

companies compared with previous forecasts and managements current best estimate of the impact on provisions of the FCA
consultation on the introduction of a time bar and the 2014 decision of the UK Supreme Court (Plevin). The current projected
trend of inbound complaint volumes implies that the redress programme will be completed by the first half of 2018 taking into
account the likely impact of a time bar. (2014 assumption: first quarter of 2018). Cumulative provisions made since the Judicial
Review ruling in the first half of 2011 amounted to $4.7bn of which $3.6bn had been paid as at 31 December 2015.
The estimated liability for redress is calculated on the basis of total premiums paid by the customer plus simple interest of 8%
per annum (or the rate inherent in the related loan product where higher). The basis for calculating the redress liability is the
same for single premium and regular premium policies. Future estimated redress levels are based on historically observed
redress per policy.
A total of 5.4m PPI policies have been sold by HSBC since 2000, generating estimated revenues of approximately $4.0bn at
2015 average exchange rates. The gross written premiums on these policies was approximately $5.2bn. At 31 December 2015,
the estimated total complaints expected to be received was 1.9m, representing 35% of total policies sold. It is estimated that
contact will be made with regard to 2.3m policies, representing 42% of total policies sold. This estimate includes inbound
complaints as well as HSBCs proactive contact exercise on certain policies (outbound contact).
The cumulative number of PPI complaints received to 31 December 2015 and the number of future claims expected

Inbound complaints1 (000s of policies)


Outbound contact (000s of policies)
Response rate to outbound contact
Average uphold rate per claim2
Average redress per claim ($)
Complaints to FOS (000s of policies)
Average uphold rate per FOS claim

Cumulative to
31 December
2015

Future
expected

1,215
624
44%
74%
3,058
121
36%

336
101
52%
81%
2,844
51
53%

1 Excludes invalid claims where the complainant has not held a PPI policy.
2 Claims include inbound and responses to outbound contact.

The main assumptions involved in calculating the redress liability are the volume of inbound complaints, the projected period
of inbound complaints, the decay rate of complaint volumes, the population identified as systemically mis-sold and the
number of policies per customer complaint. The main assumptions are likely to evolve over time as root cause analysis
continues, more experience is available regarding customer-initiated complaint volumes received, and we handle responses
to our ongoing outbound contact.
A 100,000 increase/decrease in the total inbound complaints would increase/decrease the redress provision by approximately
$221m at 2015 average exchange rates. Each 1% increase/decrease in the response rate to our outbound contact exercise
would increase/decrease the redress provision by approximately $15m.
The decision under Plevin held that, judged on its own facts, non-disclosure of the amount of commissions payable in
connection with the sale of PPI to a customer created an unfair relationship under the provisions of the UK Consumer Credit
Act (CCA). The FCA has issued a consultation on proposed rules and guidelines in relation to the application of this ruling,
together with a proposal for the introduction of a time bar. HSBC has reflected its current best estimate of the impact of these
matters in the provision held as at 31 December 2015. There remains uncertainty as to what the eventual outcome of the
consultation will be: HSBC will continue to review provisioning levels as further facts become known.
In addition to these factors and assumptions, the extent of the required redress will also depend on the facts and
circumstances of each individual customers case. For these reasons, there is currently a high degree of uncertainty as
to the eventual costs of redress.
Interest rate derivatives
At 31 December 2015, a provision of $87m (2014: $312m) was held relating to the estimated liability for redress in respect
of the possible mis-selling of interest rate derivatives in the UK. The provision relates to the estimated redress payable to
customers in respect of historical payments under derivative contracts. A release to the provision of $38m (2014: $288m
increase) was recorded during the year.
UK Consumer Credit Act
HSBC has undertaken a review of compliance with the fixed-sum unsecured loan agreement requirements of the CCA. $167m
was recognised at 31 December 2015 within Accruals, deferred income and other liabilities for the repayment of interest to
customers (2014: $379m), primarily where annual statements did not remind them of their right to partially prepay the loan,
notwithstanding that the customer loan documentation did refer to this right. The cumulative liability to date was $569m
(2014: $591m), of which payments of $414m (2014: $212m) have been made to customers. There is uncertainty as to whether
other technical requirements of the CCA have been met.

HSBC HOLDINGS PLC

422

Brazilian labour, civil and fiscal litigation provisions were $363m (2014: $501m) as at 31 December 2015. Of these provisions,
$168m (2014: $246m) was in respect of labour and overtime litigation claims brought by past employees against HSBC
operations in Brazil following their departure from the bank. The main assumptions involved in estimating the liability are the
expected number of departing employees, individual salary levels and the facts and circumstances of each individual case.
These provisions form part of the Brazilian disposal group and were classified as held for sale at 31 December 2015 (see
Note 23).

30 Subordinated liabilities

Strategic Report

Brazilian labour, civil and fiscal claims

2015
$m

2014
$m

22,702
20,773
1,929

26,664
22,355
4,309

22,510
21,168
1,342

23,317
21,822
1,495

At 31 December

45,212

49,981

HSBC Holdings
Other HSBC

26,062
19,150

25,277
24,704

At 31 December

45,212

49,981

Subordinated liabilities
At amortised cost
subordinated liabilities
preferred securities
Designated at fair value (Note 25)
subordinated liabilities
preferred securities

Financial Review

HSBC

Subordinated liabilities rank behind senior obligations and generally count towards the capital base of HSBC. Where applicable,
capital securities may be called and redeemed by HSBC subject to prior notification to the PRA and, where relevant, the consent of
the local banking regulator. If not redeemed at the first call date, coupons payable may step-up or become floating rate based
on interbank rates.
Interest rates on the floating rate capital securities are generally related to interbank offered rates. On the remaining capital
securities, interest is payable at fixed rates of up to 10.176%.
The balance sheet amounts disclosed below are presented on an IFRSs basis and do not reflect the amount that the
instruments contribute to regulatory capital due to the inclusion of issuance costs, regulatory amortisation and regulatory
eligibility limits prescribed in the grandfathering provisions under CRD IV.

Corporate Governance

HSBCs subordinated liabilities

Additional tier 1 capital securities guaranteed by HSBC Holdings plc1


500m
8.208% non-cumulative step-up perpetual preferred securities2
750m
5.13% non-cumulative step-up perpetual preferred securities3
$900m
10.176% non-cumulative step-up perpetual preferred securities, series 2
Additional tier 1 capital securities guaranteed by HSBC Bank plc1
300m
5.862% non-cumulative step-up perpetual preferred securities
700m
5.844% non-cumulative step-up perpetual preferred securities
Tier 2 securities issued by HSBC Bank plc
500m
4.75% callable subordinated notes4
350m
5.00% callable subordinated notes5
300m
6.50% subordinated notes
350m
5.375% callable subordinated step-up notes6
500m
5.375% subordinated notes
225m
6.25% subordinated notes
600m
4.75% subordinated notes
500m
Callable subordinated floating rate notes4
$300m
7.65% subordinated notes
$750m
Undated floating rate primary capital notes
$500m
Undated floating rate primary capital notes
$300m
Undated floating rate primary capital notes, series 3

Jun 2015
Mar 2016
Jun 2030

Apr 2020
Nov 2031

Sep 2015
Mar 2018

Nov 2025

Sep 2015

Jun 1990
Sep 1990
Jun 1992

HSBC HOLDINGS PLC

423

Maturity
date

Sep 2020
Mar 2023
Jul 2023
Nov 2030
Aug 2033
Jan 2041
Mar 2046
Sep 2020
May 2025

2015
$m

2014
$m

856
891

779
979
891

1,747

2,649

488
1,038

515
1,091

1,526

1,606

562
444
569
846
332
879

386
750
500
300

802
605
466
620
905
349
924
588
400
750
500
300

5,568

7,209

Shareholder Information

First call
date

Financial Statements

HSBCs subordinated liabilities in issue

Notes on the Financial Statements (continued)


30 Subordinated liabilities

First call
date
Tier 2 securities issued by The Hongkong and Shanghai Banking Corporation Ltd
$400m
Primary capital undated floating rate notes7
$400m
Primary capital undated floating rate notes (second series)8
$400m
Primary capital undated floating rate notes (third series)
Tier 2 securities issued by HSBC Bank Australia Limited
AUD200m
Callable subordinated floating rate notes9

Jun 2017
Nov 2022

Tier 2 securities issued by HSBC USA Inc.


$200m
7.808% capital securities10
$200m
8.38% capital securities10
$150m
7.75% Capital Trust pass through securities10
$750m
5.00% subordinated notes
$250m
7.20% subordinated debentures
Other subordinated liabilities each less than $150m11

Dec 2006
May 2007
Nov 2006

Tier 2 securities issued by HSBC Bank USA, N.A.


$500m
6.00% subordinated notes
$1,250m
4.875% subordinated notes
$1,000m
5.875% subordinated notes
$750m
5.625% subordinated notes
$700m
7.00% subordinated notes

Tier 2 securities issued by HSBC Finance Corporation


$1,000m
5.911% trust preferred securities9
$2,939m
6.676% senior subordinated notes12

Nov 2015

Tier 2 securities issued by HSBC Bank Brazil S.A.13


BRL383m
Subordinated certificates of deposit
BRL500m
Subordinated floating rate certificates of deposit
Other subordinated liabilities each less than $150m11

Tier 2 securities issued by HSBC Bank Canada


CAD400m
4.80% subordinated debentures
CAD200m
4.94% subordinated debentures7
CAD39m
Floating rate debentures

Apr 2017
Mar 2016
Oct 1996

Securities issued by HSBC Mexico, S.A.


MXN1,818m
Non-convertible subordinated obligations14
MXN2,273m
Non-convertible subordinated obligations14
$300m
Non-convertible subordinated obligations14,15

Sep 2013
Dec 2013
Jun 2014

Securities issued by other HSBC subsidiaries


Other subordinated liabilities each less than $200m11
Subordinated liabilities issued by HSBC subsidiaries at 31 December
1
2
3
4
5
6
7
8
9
10
11
12
13

Aug 1990
Dec 1990
Jul 1991

Nov 2015

Tier 2 securities issued by HSBC Bank Malaysia Berhad


MYR500m
4.35% subordinated bonds
MYR500m
5.05% subordinated bonds

Maturity
date

Nov 2020

Jun 2022
Nov 2027

Dec 2026
May 2027
Nov 2026
Sep 2020
Jul 2097

Aug 2017
Aug 2020
Nov 2034
Aug 2035
Jan 2039

Nov 2035
Jan 2021

Feb 2015
Dec 2016

Apr 2022
Mar 2021
Nov 2083

Sep 2018
Dec 2018
Jun 2019

2015
$m

2014
$m

401

400

403
401
400

801

1,204

164

164

116
116

143
144

232

287

747
220
299

200
200
150
738
216
297

1,266

1,801

502
1,258
1,142
850
691

508
1,210
1,245
934
676

4,443

4,573

2,188

998
2,185

2,188

3,183

144
188
81

413

298
144
29

367
172
34

471

573

105
131
240

124
154
240

476

518

432

524

19,150

24,704

See paragraph below, Guaranteed by HSBC Holdings or HSBC Bank plc.


In June 2015, HSBC called and redeemed 500m 8.208% non-cumulative step-up perpetual preferred securities at par.
In February 2016, HSBC gave notice that it will call and redeem the 750m 5.13% non-cumulative step-up perpetual preferred securities.
In September 2015, HSBC called and redeemed 500m 4.75% callable subordinated notes and 500m callable subordinated floating rate notes at par.
The interest rate payable after March 2018 is the sum of the gross redemption yield of the then prevailing five-year UK gilt plus 1.80%.
The interest rate payable after November 2025 is the sum of the three-month sterling Libor plus 1.50%.
In January 2016, HSBC gave notice that it will call and redeem the $400m Primary capital undated floating rate notes and CAD200m 4.94%
subordinated debentures.
In December 2015, HSBC called and redeemed $400m Primary capital undated floating rate notes at par.
In November 2015, HSBC called and redeemed $1,000m 5.911% trust preferred securities and AUD 200m callable subordinated floating rate notes at par.
In June 2015, HSBC called and redeemed $200m 7.808% capital securities, $200m 8.38% capital securities, and $150m 7.75% Capital Trust pass
through securities at par.
Some securities included here are ineligible for inclusion in the capital base of HSBC in accordance with CRD IV rules.
Approximately $731m of the senior subordinated notes are held by HSBC Holdings.
Included in Note 23, Assets held for sale and liabilities of disposal groups held for sale.

HSBC HOLDINGS PLC

424

HSBC Holdings
2015
$m

2014
$m

Subordinated liabilities:
at amortised cost
designated at fair value (Note 25)

15,895
11,956

17,255
10,494

At 31 December

27,851

27,749

Strategic Report

14 These securities are ineligible for inclusion in the capital base of HSBC in accordance with CRD IV rules.
15 Approximately $60m of the subordinated obligations are held by HSBC Holdings.

HSBC Holdings subordinated liabilities


First call
date

Maturity
date

2015
$m

2014
$m

Oct 2017

Jun 2015
Jan 2019

May 2032
Nov 2032
May 2036
Sep 2037
Jun 2038
Mar 2024
Mar 2044
Aug 2025
Oct 2022
Dec 2027
Sep 2028
Apr 2038
Mar 2040
Mar 2018
Jun 2019
Jun 2020
Jan 2024
Jun 2025

531
278
2,029
3,085
1,487
2,078
1,735
1,529
1,432
1,079
955
1,159
1,310
1,748
2,284

1,694
1,691

538
278
2,029
3,278
1,487
2,069
1,735

1,558
1,176
1,005
1,217
1,379
1,950
2,623
878
1,898

26,104

25,098

856
891

779
981
891

At 31 December

Jun 2040
Dec 2044
Jun 2040

1,747

2,651

27,851

27,749

1 Amounts owed to third parties represent securities included in the capital base of HSBC as tier 2 securities in accordance with the grandfathering
provisions under CRD IV rules.
2 These securities are included in the capital base of HSBC as fully CRD IV compliant tier 2 securities on an end point basis.
3 The interest rate payable after October 2017 is the sum of the three-month sterling Libor plus 1.3%.
4 In June 2015, HSBC Holdings called and redeemed the 700m 3.625% callable subordinated notes and 500m 8.208% non-cumulative step-up
perpetual preferred securities at par.
5 These subordinated notes are measured at amortised cost in HSBC Holdings, where the interest rate risk is hedged using a fair value hedge, while they
are measured at fair value in the Group.

Additional tier 1 capital securities


HSBC has included three types of additional tier 1 capital securities in its tier 1 capital. Additional tier 1 capital securities are
perpetual subordinated securities on which coupon payments may be deferred or cancelled at the discretion of HSBC Holdings.
The securities presented in this Note are accounted for as liabilities because HSBC has an obligation to pay dividends in
perpetuity. See Note 35 for the other two types of additional tier 1 capital securities accounted for as equity.
The additional tier 1 securities presented in this section do not meet the identifying criteria in full for recognition as tier 1
capital under CRD IV but are eligible as regulatory capital subject to grandfathering limits and progressive phase-out.
Guaranteed by HSBC Holdings or HSBC Bank plc
The five capital securities above that are guaranteed on a subordinated basis by HSBC Holdings or HSBC Bank plc (HSBC Bank)
and are non-cumulative step-up perpetual preferred securities issued by Jersey limited partnerships. The proceeds of the
issues were on-lent to the respective guarantors by the limited partnerships in the form of subordinated notes. These
preferred securities qualify as additional tier 1 capital for HSBC under CRD IV by virtue of the application of grandfathering
provisions, and the two capital securities guaranteed by HSBC Bank also qualify as additional tier 1 capital for HSBC Bank (on a
solo and a consolidated basis) under CRD IV by virtue of the same grandfathering process.

HSBC HOLDINGS PLC

425

Corporate Governance

Jun 2015
Mar 2016
Jun 2030

Financial Statements

Amounts owed to HSBC undertakings


500m
8.208% subordinated step-up cumulative notes4
750m
5.13% fixed/floating subordinated notes
$900m
10.176% subordinated step-up cumulative notes

Shareholder Information

Amounts owed to third parties


$488m
7.625% subordinated notes1
$222m
7.35% subordinated notes1
$2,000m
6.5% subordinated notes1
$2,500m
6.5% subordinated notes1
$1,500m
6.8% subordinated notes1
$2,000m
4.25% subordinated notes2,5
$1,500m
5.25% subordinated notes2,5
$1,500m
4.25% subordinated notes2
900m
6.375% callable subordinated notes1,3
650m
5.75% subordinated notes2
650m
6.75% subordinated notes2
750m
7.0% subordinated notes2
900m
6.0% subordinated notes2
1,600m
6.25% subordinated notes2
1,750m
6.0% subordinated notes2
700m
3.625% callable subordinated notes1,4
1,500m
3.375% callable subordinated notes2,5
1,500m
3.0% subordinated notes2

Financial Review

Tier 2 securities issued by HSBC Holdings plc

Notes on the Financial Statements (continued)


30 Subordinated liabilities / 31 Maturity analysis

These preferred securities, together with the guarantee, are intended to provide investors with economic rights equivalent to
the rights that they would have had if they had purchased non-cumulative perpetual preference shares of the relevant issuer.
There are limitations on the payment of distributions if such payments are prohibited under UK banking regulations or other
requirements, if a payment would cause a breach of HSBCs capital adequacy requirements or if HSBC Holdings or HSBC Bank
have insufficient distributable reserves (as defined).
HSBC Holdings and HSBC Bank have individually covenanted that if prevented under certain circumstances from paying
distributions on the preferred securities in full, they will not pay dividends or other distributions in respect of their ordinary
shares, or effect repurchases or redemptions of their ordinary shares, until the distribution on the preferred securities has
been paid in full.
With respect to preferred securities guaranteed by HSBC Holdings, if (i) HSBCs total capital ratio falls below the regulatory
minimum ratio required or (ii) the Directors expect, in view of the deteriorating financial condition of HSBC Holdings, that
(i) will occur in the near term, then the preferred securities will be substituted by preference shares of HSBC Holdings which
have economic terms which are in all material respects equivalent to those of the preferred securities and the guarantee taken
together.
With respect to preferred securities guaranteed by HSBC Bank, if (i) any of the two issues of preferred securities are
outstanding in April 2049 or November 2048, respectively, or (ii) the total capital ratio of HSBC Bank on a solo and consolidated
basis falls below the regulatory minimum ratio required or (iii) in view of the deteriorating financial condition of HSBC Bank,
the Directors expect (ii) to occur in the near term, then the preferred securities will be substituted by preference shares of
HSBC Bank having economic terms which are in all material respects equivalent to those of the preferred securities and the
guarantee taken together.
Tier 2 capital securities
These capital securities are included within HSBCs regulatory capital base as tier 2 capital under CRD IV by virtue of the
application of grandfathering provisions (with the exception of identified HSBC Holding securities which are compliant with
CRD IV end point rules). Tier 2 capital securities are either perpetual subordinated securities or dated securities on which there
is an obligation to pay coupons. In accordance with CRD IV, the capital contribution of all tier 2 securities is amortised for
regulatory purposes in their final five years before maturity.

31 Maturity analysis of assets, liabilities and off-balance sheet commitments


The table on page 427 provides an analysis of consolidated total assets, liabilities and off-balance sheet commitments by
residual contractual maturity at the balance sheet date. Asset and liability balances are included in the maturity analysis as
follows:
except for reverse repos, repos and debt securities in issue, trading assets and liabilities (including trading derivatives) are
included in the Due not more than 1 month time bucket, and not by contractual maturity because trading balances are
typically held for short periods of time;
financial assets and liabilities with no contractual maturity (such as equity securities) are included in the Due over 5 years
time bucket. Undated or perpetual instruments are classified based on the contractual notice period which the
counterparty of the instrument is entitled to give. Where there is no contractual notice period, undated or perpetual
contracts are included in the Due over 5 years time bucket;
non-financial assets and liabilities with no contractual maturity (such as property, plant and equipment, goodwill and
intangible assets, current and deferred tax assets and liabilities and retirement benefit liabilities) are included in the Due
over 5 years time bucket;
financial instruments included within assets and liabilities of disposal groups held for sale are classified on the basis of the
contractual maturity of the underlying instruments and not on the basis of the disposal transaction; and
liabilities under insurance contracts are included in the Due over 5 years time bucket. Liabilities under investment
contracts are classified in accordance with their contractual maturity. Undated investment contracts are classified based on
the contractual notice period investors are entitled to give. Where there is no contractual notice period, undated contracts
are included in the Due over 5 years time bucket.
Loan and other credit-related commitments are classified on the basis of the earliest date they can be drawn down.

HSBC HOLDINGS PLC

426

HSBC
Maturity analysis of assets and liabilities

HSBC HOLDINGS PLC

427

Due not
more than
1 month
$m

Due over
1 month
but not
more than
3 months
$m

Due over
3 months
but not
more than
6 months
$m

Due over
6 months
but not
more than
9 months
$m

Due over
9 months
but not
more than
1 year
$m

Due over
1 year
but not
more than
2 years
$m

Due over
2 years
but not
more than
5 years
$m

Due over
5 years
$m

Total
$m

Financial assets
Cash and balances at central banks
Items in the course of collection from other banks
Hong Kong Government certificates of indebtedness
Trading assets
reverse repos
other trading assets

98,934
5,768
28,410
224,691
292
224,399

34
34

112
112

98,934
5,768
28,410
224,837
438
224,399

Financial assets designated at fair value


Derivatives
trading
non-trading

429
285,797
285,678
119

194
215

215

222
223

223

83
198

198

390
33

33

896
499

499

2,603
841

841

19,035
670

670

23,852
288,476
285,678
2,798

Loans and advances to banks


Loans and advances to customers
personal
corporate and commercial
financial

57,296
176,862
39,191
123,901
13,770

14,530
69,638
8,328
54,711
6,599

4,063
54,730
8,510
40,489
5,731

1,964
33,095
7,457
21,081
4,557

2,499
34,774
9,350
21,811
3,613

5,134
81,560
22,438
50,355
8,767

3,274
201,253
57,283
131,166
12,804

1,641
272,542
218,646
49,564
4,332

90,401
924,454
371,203
493,078
60,173

Reverse repurchase agreements non-trading


Financial investments
Assets held for sale
Accrued income and other financial assets

110,478
35,104
15,816
12,732

21,978
59,098
2,628
6,682

7,220
36,897
2,544
1,995

2,786
19,102
1,218
483

580
17,293
2,611
395

2,985
48,634
4,675
463

228
94,549
6,365
445

118,278
4,422
2,115

146,255
428,955
40,279
25,310

1,052,317

174,997

107,894

58,929

58,575

144,958

309,558

418,703

2,325,931

83,725

83,725

1,052,317

174,997

107,894

58,929

58,575

144,958

309,558

502,428

2,409,656

Financial assets at 31 December 2015


Non-financial assets
Total assets at 31 December 2015

Shareholder Information

Financial Statements

Corporate Governance

Financial Review

Strategic Report

Due over
3 months
but not
more than
6 months
$m

Due over
6 months
but not
more than
9 months
$m

Due over
9 months
but not
more than
1 year
$m

Due over
1 year
but not
more than
2 years
$m

Due over
2 years
but not
more than
5 years
$m

Due
over
5 years
$m

Total
$m

28,410
46,693

2,225

1,049

325

116

712

3,182

69

28,410
54,371

1,185,091
574,468
459,813
150,810

50,831
27,646
18,802
4,383

21,397
13,032
7,314
1,051

10,421
7,371
2,479
571

10,869
7,990
2,495
384

6,596
3,566
2,926
104

3,852
2,920
828
104

529
354
156
19

1,289,586
637,347
494,813
157,426

73,478
5,638
111,691
77
967
110,647

3,788

1,471
365
1,106

1,816

1,529

1,529

164

882

882

154

2,184

2,184

4,344

4,344

500

10,105

10,105

500

9,408

9,408

80,400
5,638
141,614
442
30,525
110,647

2,036

1,972

64

1,822

973
848
1

2,943

2,926

17

342

342

1,900

1,786

114

4,930
2,012

2,918

14,316
1,608

9,819
2,773
116

38,119
2,577

10,745
18,889
5,908

66,408
6,197

31,481
22,510
6,220

276,765
276,558
207

34

34

251

251

213

213

52

52

524

524

1,063

1,063

2,169

2,169

281,071
276,558
4,513

Debt securities in issue


covered bonds
otherwise secured
unsecured

16,536

8,436
8,100

9,326

173
9,153

16,295
1
195
16,099

5,542

206
5,336

1,365
1
173
1,191

10,754
83
2,082
8,589

22,866
17
4,354
18,495

6,265
33
1,118
5,114

88,949
135
16,737
72,077

Liabilities of disposal groups held for sale


Accruals and other financial liabilities
Subordinated liabilities

20,350
14,802

1,416
7,965
401

1,548
2,467

1,344
659

1,246
421
34

5,050
925
650

1,484
1,454
4,579

115
665
17,038

32,553
29,358
22,702

1,781,490

79,279

49,295

19,892

18,341

34,485

63,401

74,877

2,121,060

91,078

91,078

1,781,490

79,279

49,295

19,892

18,341

34,485

63,401

165,955

2,212,138

Financial liabilities
Hong Kong currency notes in circulation
Deposits by banks
Customer accounts1
personal
corporate and commercial
financial
Repurchase agreements non-trading
Items in the course of transmission to other banks
Trading liabilities
repos
debt securities in issue
other trading liabilities
HSBC HOLDINGS PLC

428

Financial liabilities designated at fair value


debt securities in issue: covered bonds
debt securities in issue: otherwise secured
debt securities in issue: unsecured
subordinated liabilities and preferred securities
other
Derivatives
trading
non-trading

Total financial liabilities at 31 December 2015


Non-financial liabilities
Total liabilities at 31 December 2015

31 Maturity analysis

Due not
more than
1 month
$m

Due over
1 month
but not
more than
3 months
$m

Notes on the Financial Statements (continued)

Maturity analysis of assets and liabilities (continued)

HSBC HOLDINGS PLC

429

Due not
more than
1 month
$m

Due over
1 month
but not
more than
3 months
$m

Due over
3 months
but not
more than
6 months
$m

Due over
6 months
but not
more than
9 months
$m

Due over
9 months
but not
more than
1 year
$m

Due over
1 year
but not
more than
2 years
$m

Due over
2 years
but not
more than
5 years
$m

Due over
5 years
$m

Total
$m

Financial assets
Cash and balances at central banks
Items in the course of collection from other banks
Hong Kong Government certificates of indebtedness
Trading assets
reverse repos
other trading assets

129,957
4,927
27,674
303,463
567
302,896

730
730

129,957
4,927
27,674
304,193
1,297
302,896

Financial assets designated at fair value


Derivatives
trading
non-trading

244
341,558
341,416
142

399
56

56

417
463

463

346
220

220

208
32

32

1,825
1,003

1,003

4,634
1,033

1,033

20,964
643

643

29,037
345,008
341,416
3,592

Loans and advances to banks


Loans and advances to customers
personal
corporate and commercial
financial

73,758
203,130
42,170
146,250
14,710

17,649
76,236
9,673
61,809
4,754

5,682
55,018
8,911
41,924
4,183

1,934
35,347
7,486
23,720
4,141

1,850
37,674
8,672
23,697
5,305

7,371
91,300
27,305
56,398
7,597

1,981
187,728
54,439
124,796
8,493

1,924
288,227
230,298
56,590
1,339

112,149
974,660
388,954
535,184
50,522

Reverse repurchase agreements non-trading


Financial investments
Assets held for sale
Accrued income and other financial assets

116,002
28,237
114
17,756

30,490
50,445
186
7,386

9,076
41,503
13
2,402

2,230
14,577
18
587

582
17,011
10
317

868
48,392
41
707

2,465
96,891
126
1,156

118,411
6,224
3,579

161,713
415,467
6,732
33,890

1,246,820

182,847

114,574

55,259

57,684

151,507

296,744

439,972

2,545,407

88,732

88,732

1,246,820

182,847

114,574

55,259

57,684

151,507

296,744

528,704

2,634,139

Financial assets at 31 December 2014


Non-financial assets
Total assets at 31 December 2014

Shareholder Information

Financial Statements

Corporate Governance

Financial Review

Strategic Report

Due over
3 months
but not
more than
6 months
$m

Due over
6 months
but not
more than
9 months
$m

Due over
9 months
but not
more than
1 year
$m

Due over
1 year
but not
more than
2 years
$m

Due over
2 years
but not
more than
5 years
$m

Due
over
5 years
$m

Total
$m

27,674
66,829

2,890

2,539

511

810

621

2,963

263

27,674
77,426

1,216,574
572,459
465,990
178,125

57,127
28,580
21,841
6,706

32,925
16,728
10,688
5,509

15,023
10,609
3,716
698

13,586
9,625
2,894
1,067

9,278
7,220
1,615
443

5,819
3,967
1,316
536

310
125
150
35

1,350,642
649,313
508,210
193,119

95,243
5,990
155,604
746
1,686
153,172

5,029

2,041
909
1,132

4,054

2,636
224
2,412

1,392

1,439
264
1,175

714

2,918
1,249
1,669

5,744
406
5,338

9,603

9,603

1,000

10,587

10,587

107,432
5,990
190,572
3,798
33,602
153,172

981

942

39

912

868
36
8

4,264

4,242

22

972
205

742

25

1,557

1,409
18
130

8,500

8,500

15,037
2,705

9,576
2,623
133

43,930
2,942

14,233
20,640
6,115

76,153
5,852

40,512
23,317
6,472

335,802
335,400
402

23

23

86

86

223

223

54

54

621

621

1,121

1,121

2,739

2,739

340,669
335,400
5,269

Debt securities in issue


covered bonds
otherwise secured
unsecured

14,741

8,807
5,934

15,424

1,063
14,361

13,027

60
12,967

7,854

283
7,571

6,050

272
5,778

14,209

912
13,297

19,481
81
1,562
17,838

5,161

1,008
4,153

95,947
81
13,967
81,899

Liabilities of disposal groups held for sale


Accruals and other financial liabilities
Subordinated liabilities

191
20,893

28
9,170
150

56
3,013

55
1,166
3

63
1,757
167

213
1,355
113

551
1,674
3,607

2,837
818
22,624

3,994
39,846
26,664

1,940,522

92,794

62,600

28,638

27,676

40,654

59,856

90,269

2,343,009

91,152

91,152

1,940,522

92,794

62,600

28,638

27,676

40,654

59,856

181,421

2,434,161

Financial liabilities
Hong Kong currency notes in circulation
Deposits by banks
Customer accounts1
personal
corporate and commercial
financial
Repurchase agreements non-trading
Items in the course of transmission to other banks
Trading liabilities
repos
debt securities in issue
other trading liabilities
HSBC HOLDINGS PLC

430

Financial liabilities designated at fair value


debt securities in issue: covered bonds
debt securities in issue: otherwise secured
debt securities in issue: unsecured
subordinated liabilities and preferred securities
other
Derivatives
trading
non-trading

Total financial liabilities at 31 December 2014


Non-financial liabilities
Total liabilities at 31 December 2014

1 Customer accounts includes $342,908m (2014: $342,927m) insured by guarantee schemes.

31 Maturity analysis

Due not
more than
1 month
$m

Due over
1 month
but not
more than
3 months
$m

Notes on the Financial Statements (continued)

Maturity analysis of assets and liabilities (continued)

Maturity analysis of off-balance sheet commitments received

Due not
more than
1 month
$m

Due over
1 month
but not
more than
3 months
$m

Due over
3 months
but not
more than
6 months
$m

Due over
6 months
but not
more than
9 months
$m

Due over
9 months
but not
more than
1 year
$m

Due over
1 year
but not
more than
2 years
$m

Due over
2 years
but not
more than
5 years
$m

Due over
5 years
$m

Total
$m

At 31 December 2015
Loan and other credit-related commitments

3,472

2,149

111

5,732

At 31 December 2014
Loan and other credit-related commitments

3,313

4,312

607

8,232

Due not
more than
1 month
$m

Due over
1 month
but not
more than
3 months
$m

Due over
3 months
but not
more than
6 months
$m

Due over
6 months
but not
more than
9 months
$m

Due over
9 months
but not
more than
1 year
$m

Due over
1 year
but not
more than
2 years
$m

Due over
2 years
but not
more than
5 years
$m

Due over
5 years
$m

Total
$m

472,277

45,792

16,271

9,798

47,122

11,325

48,756

15,089

666,430

161,843
272,044
38,390

11,547
32,764
1,481

6,333
9,126
812

963
8,372
463

19,607
23,984
3,531

1,207
8,227
1,891

425
38,838
9,493

1,018
12,558
1,513

202,943
405,913
57,574

455,319

52,398

8,919

14,163

41,500

13,979

48,333

16,769

651,380

179,088
239,646
36,585

15,784
34,657
1,957

452
7,595
872

305
12,556
1,302

14,036
23,519
3,945

1,432
9,926
2,621

1,003
36,918
10,412

955
12,185
3,629

213,055
377,002
61,323

Maturity analysis of off-balance sheet commitments given


HSBC HOLDINGS PLC

431

At 31 December 2015
Loan and other credit-related commitments
Of which:
personal
corporate and commercial
financial
At 31 December 2014
Loan and other credit-related commitments
Of which:
personal
corporate and commercial
financial

Shareholder Information

Financial Statements

Corporate Governance

Financial Review

Strategic Report

Due not
more than
1 month
$m

Due over
1 month
but not
more than
3 months
$m

Due over
3 months
but not
more than
6 months
$m

Due over
6 months
but not
more than
9 months
$m

Due over
9 months
but not
more than
1 year
$m

Due over
1 year
but not
more than
2 years
$m

Due over
2 years
but not
more than
5 years
$m

Due over
5 years
$m

Total
$m

Financial assets
Cash at bank and in hand:
balances with HSBC undertakings
Derivatives
trading
non-trading
Loans and advances to HSBC undertakings
Financial investments in HSBC undertakings
Accrued income and other financial assets

242
1,990
1,990

7,805
40
7

2,629
6

4,618

109

109

368

368
29,298
4,239
109

242
2,467
1,990
477
44,350
4,285
116

Total financial assets at 31 December 2015

10,084

2,635

4,618

109

34,014

51,460

98,734

98,734

10,084

2,635

4,618

109

132,748

150,194

Financial liabilities
Amounts owed to HSBC undertakings
Financial liabilities designated at fair value
debt securities in issue
subordinated liabilities and preferred securities
Derivatives
trading
non-trading
Debt securities in issue
Accruals and other financial liabilities
Subordinated liabilities

1,629

2,065
2,065

1,231

960
960

195

132

20

415

2,285

2,285
213

213

1,749

108
16,608
6,937
9,671

960

14,146

2,152
19,853
7,897
11,956
2,278
2,065
213
960
1,578
15,895

Total financial liabilities at 31 December 2015

4,925

1,155

132

20

415

4,247

31,822

42,716

64

64

4,925

1,155

132

20

415

4,247

31,886

42,780

Non-financial assets
Total assets at 31 December 2015
HSBC HOLDINGS PLC

432

Non-financial liabilities
Total liabilities at 31 December 2015
Off-balance sheet commitments given
Undrawn formal standby facilities, credit lines and other commitments to lend

31 Maturity analysis

Maturity analysis of assets, liabilities and off-balance sheet commitments

Notes on the Financial Statements (continued)

HSBC Holdings

Due not
more than
1 month
$m

Due over
1 month
but not
more than
3 months
$m

Due over
3 months
but not
more than
6 months
$m

Due over
6 months
but not
more than
9 months
$m

Due over
9 months
but not
more than
1 year
$m

Due over
1 year
but not
more than
2 years
$m

Due over
2 years
but not
more than
5 years
$m

Due over
5 years
$m

Total
$m

Financial assets
Cash at bank and in hand:
balances with HSBC undertakings
Derivatives
trading
non-trading
Loans and advances to HSBC undertakings
Financial investments in HSBC undertakings
Accrued income and other financial assets

249
2,287
2,287

7,007
26
8

858
6

7,676

14

127

127

357

357
28,355
4,041

249
2,771
2,287
484
43,910
4,073
8

Total financial assets at 31 December 2014

9,577

864

7,676

14

127

32,753

51,011

96,853

96,853

Total assets at 31 December 2014

9,577

864

7,676

14

127

129,606

147,864

Financial liabilities
Amounts owed to HSBC undertakings
Financial liabilities designated at fair value
debt securities in issue
subordinated liabilities and preferred securities
Derivatives
trading
non-trading
Debt securities in issue
Accruals and other financial liabilities
Subordinated liabilities

2,423

1,066
1,066

924

208

32

137

21

436
1,110
1,110

2,623

2,623
103

103

1,951

14,946
7,075
7,871

1,009

15,304

2,892
18,679
8,185
10,494
1,169
1,066
103
1,009
1,290
17,255

Total financial liabilities at 31 December 2014

4,413

208

169

21

1,546

4,677

31,259

42,294

125

125

4,413

208

169

21

1,546

4,677

31,384

42,419

16

16

Non-financial assets
HSBC HOLDINGS PLC

433

Non-financial liabilities
Total liabilities at 31 December 2014
Off-balance sheet commitments given
Undrawn formal standby facilities, credit lines and other commitments
to lend

Shareholder Information

Financial Statements

Corporate Governance

Financial Review

Strategic Report

Notes on the Financial Statements (continued)


32 Offsetting of financial assets and financial liabilities

32 Offsetting of financial assets and financial liabilities


Accounting policy
Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet when there is a legally enforceable
right to offset the recognised amounts and there is an intention to settle on a net basis, or realise the asset and settle the liability
simultaneously (the offset criteria).

The disclosure below has been enhanced this year with the inclusion of Amounts not subject to enforceable netting
arrangements resulting in a change in the basis of preparation from the prior period. Prior period data have been represented
accordingly.
The Amounts not set off in the balance sheet in the following table for derivatives and reverse repurchase/repurchase, stock
borrowing/lending and similar agreements include transactions where:
the counterparty has an offsetting exposure with HSBC and a master netting or similar arrangement is in place with a right
of set off only in the event of default, insolvency or bankruptcy, or the offset criteria are otherwise not satisfied; and
cash and non-cash collateral has been received/pledged in respect of the transactions described above.
For loans and advances to customers and customer accounts at amortised cost the amounts included in the table below
typically relate to transactions entered into with corporate and commercial customers for working capital management
purposes. The Amounts not set off in the balance sheet relate to transactions where the customer has an offsetting exposure
with HSBC and an agreement is in place with the right of offset but the offset criteria are otherwise not satisfied. For risk
management purposes, the net amounts of such exposures are subject to limits which are monitored and the relevant
customer agreements are subject to review and updated, as necessary, to ensure that the legal right of offset remains
appropriate.
Footnotes to the table on page 435 are set out below:
1 At 31 December 2015, the amount of cash margin received that has been offset against the gross derivatives assets is $4,135m (2014: $606m). The
amount of cash margin paid that has been offset against the gross derivatives liabilities is $4,224m (2014: $190m).
2 For the amount of reverse repos, stock borrowing and similar agreements recognised in the balance sheet, see the Funding sources and uses; table
on page 160. In the analysis below, the $7,556m (2014: $9,266m) of trading assets presented in the balance sheet comprised $438m of reverse repos
(2014: $1,297m) and $7,118m of stock borrowing (2014: $7,969m).
3 At 31 December 2015, the total amount of loans and advances to customers at amortised cost was $924,454m (2014: $974,660m) of which $45,904m
(2014: $62,096m) was subject to offsetting. For the amount of loans and advances to customers at amortised cost recognised in the balance sheet,
see the Funding sources and uses table on page 160.
4 For the amount of repos, stock lending and similar agreements recognised in the balance sheet, see the Funding sources and uses table on page 160.
In the analysis below, the $9,301m (2014: $15,830m) of trading liabilities presented in the balance sheet comprised $442m of repos (2014: $3,798m)
and $8,859m of stock lending (2014: $12,032m).
5 At 31 December 2015, the total amount of customer accounts at amortised cost was $1,289,586m (2014: $1,350,642m) of which $51,442m
(2014: $69,082m) was subject to offsetting. For the amount of customer accounts at amortised cost recognised in the balance sheet, see the Funding
sources and uses table on page 160.
6 These exposures continue to be secured by financial collateral, but we may not have sought or been able to obtain a legal opinion evidencing
enforceability of the right of offset.

HSBC HOLDINGS PLC

434

Financial assets subject to offsetting, enforceable master netting arrangements and similar agreements

Financial assets
Derivatives (Note 16)1
Reverse repos, stock borrowing and similar
agreements2
Classified as:
trading assets
non-trading assets
Loans and advances to customers at
amortised cost3

Amounts subject to enforceable netting arrangements


Amounts not set off in the balance sheet
Net amounts
in the
Financial
Non-cash
Cash
balance sheet
instruments
collateral
collateral
$m
$m
$m
$m

Gross
amounts
$m

Amounts
offset
$m

385,682

(105,860)

279,822

(215,531)

(8,621)

(34,040)

21,630

8,654

288,476

208,417

(77,925)

130,492

(544)

(129,476)

(270)

202

23,319

153,811

7,496
200,921

(77,925)

7,496
122,996

(544)

(7,495)
(121,981)

(270)

1
201

60
23,259

7,556
146,255

Total
$m

435

HSBC HOLDINGS PLC

77,547

(31,643)

45,904

(40,790)

5,114

1,487

47,391

At 31 December 2015

671,646

(215,428)

456,218

(256,865)

(138,097)

(34,310)

26,946

33,460

489,678

Derivatives (Note 16)1


Reverse repos, stock borrowing and similar
agreements2
Classified as:
trading assets
non-trading assets

584,359

(250,465)

333,894

(262,856)

(7,655)

(41,750)

21,633

11,114

345,008

208,893

(88,676)

120,217

(5,117)

(114,394)

(249)

457

50,762

170,979

9,341
199,552

(390)
(88,286)

8,951
111,266

(5,117)

(8,951)
(105,443)

(249)

457

315
50,447

9,266
161,713

Loans and advances to customers at


amortised cost3
At 31 December 2014
Financial liabilities
Derivatives (Note 16)1
Repos, stock lending and similar agreements4
Classified as:
trading liabilities
non-trading liabilities
Customer accounts at amortised cost5

Net
amount
$m

Amounts not
subject to
enforceable
netting
arrangements6
$m

99,623

(37,527)

62,096

(55,989)

6,107

1,597

63,693

892,875

(376,668)

516,207

(323,962)

(122,049)

(41,999)

28,197

63,473

579,680

377,930
136,040

(105,860)
(77,925)

272,070
58,115

(215,508)
(2,034)

(13,629)
(56,030)

(30,063)
(26)

12,870
25

9,001
31,586

281,071
89,701

9,300
126,740

(77,925)

9,300
48,815

(2,034)

(9,299)
(46,731)

(26)

1
24

1
31,585

9,301
80,400

83,085

(31,643)

51,442

(40,790)

(1)

10,651

729

52,171

At 31 December 2015

597,055

(215,428)

381,627

(258,332)

(69,659)

(30,090)

23,546

41,316

422,943

Derivatives (Note 16)1


Repos, stock lending and similar agreements4
Classified as:
trading liabilities
non-trading liabilities

580,644
165,514

(250,465)
(88,676)

330,179
76,838

(262,864)
(8,934)

(9,465)
(67,793)

(39,571)
(105)

18,279
6

10,490
46,424

340,669
123,262

16,206
149,308

(390)
(88,286)

15,816
61,022

(8,934)

(15,813)
(51,980)

(105)

3
3

14
46,410

15,830
107,432

Customer accounts at amortised cost5

106,609

(37,527)

69,082

(55,989)

At 31 December 2014

852,767

(376,668)

476,099

(327,787)

(77,258)

(39,676)

13,093

479

69,561

31,378

57,393

533,492

For footnotes, see page 434.

Shareholder Information

Financial Statements

Corporate Governance

Financial Review

Strategic Report

Notes on the Financial Statements (continued)


33 Foreign exchange exposures / 34 Non-controlling interests / 35 Share capital

33 Foreign exchange exposures


Structural foreign exchange exposures
HSBCs structural foreign exchange exposures are represented by the net asset value of its foreign exchange equity and
subordinated debt investments in subsidiaries, branches, joint ventures and associates with non-US dollar functional
currencies. Gains or losses on structural foreign exchange exposures are recognised in other comprehensive income.
HSBCs management of its structural foreign exchange exposures is discussed on page 171.
Net structural foreign exchange exposures
Currency of structural exposure
Pound sterling1
Hong Kong dollars
Chinese renminbi
Euros
Mexican pesos
Indian rupees
Canadian dollars
Saudi riyals
Brazilian real
Swiss francs
Malaysian ringgit
UAE dirhams
Taiwanese dollars
Singapore dollars
Australian dollars
Indonesian rupiah
Korean won
Turkish lira
Egyptian pounds
Argentine pesos
Others, each less than $700m
At 31 December

2015
$m

2014
$m

32,701
28,270
24,117
19,966
4,228
3,645
3,595
3,109
2,865
2,642
1,994
1,898
1,702
1,454
1,396
1,303
1,296
1,006
925
875
5,775

30,071
24,028
24,578
20,378
5,249
3,466
4,187
2,910
4,910
1,864
2,219
2,199
1,721
1,185
1,516
1,352
1,360
1,366
868
1,059
5,918

144,762

142,404

1 During 2015, we entered into new forward exchange contracts amounting to $2.6bn (2014: $1.6bn) in order to manage our sterling structural foreign
exchange exposure.

Shareholders equity would decrease by $2,633m (2014: $2,522m) if euro and sterling foreign currency exchange rates
weakened by 5% relative to the US dollar.

34 Non-controlling interests
2015
$m

2014
$m

Non-controlling interests attributable to holders of ordinary shares in subsidiaries


Preferred securities issued by subsidiaries

6,981
2,077

7,104
2,427

At 31 December

9,058

9,531

Preferred securities issued by subsidiaries


Preferred securities are securities for which there is no obligation to pay a dividend and, if the dividend is not paid, it may not
be cumulative. Such securities do not generally carry voting rights but rank higher than ordinary shares for dividend payments
and in the event of a winding-up. These securities have no stated maturity date but may be called and redeemed by the issuer,
subject to prior notification to the PRA and, where relevant, the consent of the local banking regulator. Dividends on floating
rate preferred securities are generally related to interbank offer rates.
Included in the capital base of HSBC are non-cumulative preferred securities classified as additional tier 1 capital and
cumulative preferred securities classified as tier 2 capital in accordance with CRD IV rules, by virtue of the application of
grandfathering provisions.

HSBC HOLDINGS PLC

436

HSBC USA Inc.


Depositary shares each representing 25% interest in a share of
$150m1
adjustable-rate cumulative preferred stock, series D
2
$150m
Cumulative preferred stock
$518m
Floating rate non-cumulative preferred stock, series F
$374m
Floating rate non-cumulative preferred stock, series G
$374m
6.50% non-cumulative preferred stock, series H

Jul 1999
Oct 2007
Apr 2010
Jan 2011
Jul 2011

518
374
374

150
150
518
374
374

HSBC Finance Corporation


$575m
6.36% non-cumulative preferred stock, series B

Jun 2010

559

559

HSBC Bank Canada


CAD175m
Non-cumulative redeemable class 1 preferred shares, series C
CAD175m
Non-cumulative class 1 preferred shares, series D

Jun 2010
Dec 2010

126
126

151
151

2,077

2,427

At 31 December

1 In May 2015, HSBC redeemed its depositary shares representing 25% interest in a share of adjustable-rate cumulative preferred stock, series D
for $152m.
2 In May 2015, HSBC redeemed its cumulative preferred stock for $152m.

35 Called up share capital and other equity instruments


Accounting policy
Financial instruments issued are classified as equity when there is no contractual obligation to transfer cash or other financial assets or issue
a variable number of own equity instruments. Incremental costs directly attributable to the issue of equity instruments are shown in equity
as a deduction from the proceeds, net of tax.
HSBC Holdings equity instruments held by HSBC are recognised in equity as a deduction from retained earnings until they are cancelled.
When such instruments are subsequently sold, reissued or otherwise disposed of, any consideration received is included in equity, net of any
directly attributable incremental transaction costs and related income tax effects.

Issued and fully paid


HSBC Holdings ordinary shares of $0.50 each
2015
$m

2014
$m

HSBC Holdings ordinary shares1 at 31 December

9,842

9,609

Number

$m

At 1 January 2015
Shares issued under HSBC employee share plans
Shares issued in lieu of dividends

19,217,874,260
91,265,909
375,956,765

9,609
45
188

At 31 December 2015

19,685,096,934

9,842

At 1 January 2014
Shares issued under HSBC employee share plans
Shares issued in lieu of dividends

18,830,007,039
119,391,238
268,475,983

9,415
60
134

At 31 December 2014

19,217,874,260

9,609

Number

$m

1,450,000
1,450,000

HSBC Holdings non-cumulative preference shares of $0.01 each


At 1 January 2015 and 31 December 20152
At 1 January 2014 and 31 December 2014

Financial Review

2014
$m

Corporate Governance

2015
$m

Financial Statements

First call
date

Strategic Report

Preferred securities issued by HSBCs subsidiaries

Dividends on the HSBC Holdings non-cumulative dollar preference shares in issue (dollar preference shares) are paid quarterly
at the sole and absolute discretion of the Board of Directors. The Board of Directors will not declare a dividend on the dollar
preference shares if payment of the dividend would cause HSBC Holdings not to meet the applicable capital adequacy
requirements of the PRA or the profit of HSBC Holdings available for distribution as dividends is not sufficient to enable HSBC
Holdings to pay in full both dividends on the dollar preference shares and dividends on any other shares that are scheduled to
be paid on the same date and that have an equal right to dividends. HSBC Holdings may not declare or pay dividends on any
class of its shares ranking lower in the right to dividends than the dollar preference shares nor redeem nor purchase in any
manner any of its other shares ranking equal with or lower than the dollar preference shares unless it has paid in full, or set
aside an amount to provide for payment in full, the dividends on the dollar preference shares for the then current dividend

HSBC HOLDINGS PLC

437

Shareholder Information

1 All HSBC Holdings ordinary shares in issue confer identical rights, including in respect of capital, dividends and voting.
2 Included in the capital base of HSBC as additional tier 1 capital in accordance with the CRD IV rules, by virtue of the application of grandfathering
provisions.

Notes on the Financial Statements (continued)


35 Share capital / 36 Notes on the statement of cash flows

period. The dollar preference shares carry no rights to conversion into ordinary shares of HSBC Holdings. Holders of the dollar
preference shares will only be entitled to attend and vote at general meetings of shareholders of HSBC Holdings if the dividend
payable on the dollar preference shares has not been paid in full for four consecutive dividend payment dates. In such
circumstances, holders of the dollar preference shares will be entitled to vote on all matters put to general meetings until
such time as HSBC Holdings has paid a full dividend on the dollar preference shares. HSBC Holdings may redeem the dollar
preference shares in whole at any time on or after 16 December 2010, subject to prior notification to the PRA.
HSBC Holdings non-cumulative preference share of 0.01
The one non-cumulative sterling preference share of 0.01 in issue (sterling preference share) has been in issue since
29 December 2010 and is held by a subsidiary of HSBC Holdings. Dividends on the sterling preference share are paid quarterly
at the sole and absolute discretion of the Board. The sterling preference share carries no rights of conversion into ordinary
shares of HSBC Holdings and no rights to attend and vote at general meetings of shareholders of HSBC Holdings. HSBC Holdings
may redeem it in whole at any time at the option of the Company.
Other equity instruments
HSBC has included three types of additional tier 1 capital securities in its tier 1 capital. The two types of additional tier 1
securities presented in this Note are accounted for as equity because HSBC does not have an obligation to transfer cash or a
variable number of its own ordinary shares to holders under any circumstances outside its control. See Note 30 for additional
tier 1 securities accounted for as liabilities.
Other equity instruments which have been included in the regulatory capital base of HSBC comprise additional tier 1 capital
securities and additional tier 1 contingent convertible securities.
Additional tier 1 capital securities
Additional tier 1 capital securities are perpetual subordinated securities on which coupon payments may be deferred at the
discretion of HSBC Holdings. While any coupon payments are unpaid or deferred, HSBC Holdings will not declare, pay dividends
or make distributions or similar periodic payments in respect of, or repurchase, redeem or otherwise acquire any securities of
lower or equal rank. Such securities do not generally carry voting rights but rank higher than ordinary shares for coupon
payments and in the event of a winding-up. These securities do not meet the identifying criteria in full for recognition as tier 1
capital under CRD IV but are eligible as regulatory capital subject to grandfathering limits and progressive phase-out.
At HSBC Holdings discretion, and subject to certain conditions being satisfied, the capital securities may be exchanged on any
coupon payment date for non-cumulative preference shares to be issued by HSBC Holdings and ranking pari passu with the
dollar and sterling preference shares in issue. The preference shares would be issued at a nominal value of $0.01 per share and
a premium of $24.99 per share, with both such amounts being subscribed and fully paid. These securities may be called and
redeemed by HSBC subject to prior notification to the PRA.
HSBCs additional tier 1 capital securities in issue which are accounted for in equity

$2,200m
$3,800m

8.125% perpetual subordinated capital securities


8.00% perpetual subordinated capital securities, Series 2

At 31 December

First call
date

2015
$m

2014
$m

Apr 2013
Dec 2015

2,133
3,718

2,133
3,718

5,851

5,851

Additional tier 1 capital contingent convertible securities


During 2015, HSBC continued to issue contingent convertible securities that are included in HSBCs capital base as fully CRD IV
compliant additional tier 1 capital securities on an end point basis. The net proceeds of the issuances will be used for general
corporate purposes and to further strengthen the capital base pursuant to requirements under CRD IV. These securities bear a
fixed rate of interest until their initial call dates. After the initial call dates, in the event they are not redeemed, the securities
will bear interest at rates which are fixed periodically in advance for five-year periods based on prevailing market rates.
Interest on the contingent convertible securities will be due and payable only at the sole discretion of HSBC, and HSBC has
sole and absolute discretion at all times and for any reason to cancel (in whole or in part) any interest payment that would
otherwise be payable on any interest payment date. There are limitations on the payment of distributions if such payments
are prohibited under UK banking regulations, or other requirements, if HSBC Holdings has insufficient reserves available for
distribution or if HSBC fails to satisfy the solvency condition as defined in the securities terms.
The contingent convertible securities are undated and are repayable, at the option of HSBC, in whole at the initial call date, or
on any fifth anniversary after the initial call date. In addition, the securities are repayable at the option of HSBC in whole for
certain regulatory or tax reasons. Any repayments require the prior consent of the PRA. These securities rank pari passu with
HSBCs dollar and sterling preference shares and are therefore ahead of ordinary shares. The contingent convertible securities
will be converted into fully paid ordinary shares of HSBC at a pre-determined price should HSBCs consolidated end point CET1
ratio fall below 7.0%. Therefore, in accordance with the terms of the securities, if the end point CET1 ratio breaches the 7.0%
trigger the securities will convert into ordinary shares at fixed contractual conversion prices in the issuance currencies of the
HSBC HOLDINGS PLC

438

HSBCs additional tier 1 capital contingent convertible securities in issue which are accounted for in equity

$2,250m
$1,500m
1,500m
$2,450m
1,000m

6.375% perpetual subordinated contingent convertible securities


5.625% perpetual subordinated contingent convertible securities
5.25% perpetual subordinated contingent convertible securities
6.375% perpetual subordinated contingent convertible securities
6.000% perpetual subordinated contingent convertible securities

First call
date

2015
$m

2014
$m

Sep 2024
Jan 2020
Sep 2022
Mar 2025
Sep 2023

2,244
1,494
1,943
2,459
1,121

2,244
1,494
1,943

9,261

5,681

At 31 December

Strategic Report

relevant securities equivalent to 2.70 at the prevailing rate of exchange on the issuance date subject to certain antidilution adjustments.

Period of exercise

Exercise price

31 December 2015

72,840,810
1,114,830
153,610
665,445

2015 to 2021
2015 to 2018
2015 to 2018
2015 to 2018

4.0472 5.4738
HK$55.4701 63.9864
5.3532 6.0657
$7.1456 8.2094

31 December 2014

63,918,042
6,468,782
571,502
1,867,328

2014 to 2020
2014 to 2018
2014 to 2018
2014 to 2018

3.3116 7.9911
HK$37.8797 63.9864
3.6361 6.0657
$4.8876 8.2094

31 December 2013

119,085,250
24,215,341
1,574,652
3,997,069

2013 to 2019
2013 to 2018
2013 to 2018
2013 to 2018

3.3116 7.9911
HK$37.8797 92.5881
3.6361 7.5571
$4.8876 11.8824

Maximum obligation to deliver HSBC Holdings ordinary shares


At 31 December 2015, the maximum obligation to deliver HSBC Holdings ordinary shares under all of the above option
arrangements and the HSBC International Employee Share Purchase Plan, together with GPSP awards and restricted share
awards granted under the HSBC Share Plan and/or the HSBC Share Plan 2011, was 193,178,906 (2014: 193,154,512). The total
number of shares at 31 December 2015 held by employee benefit trusts that may be used to satisfy such obligations to deliver
HSBC Holdings ordinary shares was 4,753,747 (2014: 7,943,191).

36 Notes on the statement of cash flows


Other non-cash items included in profit before tax
2015
$m
Depreciation, amortisation and impairment
(Gains)/losses arising from dilution of interests in associates
Revaluations on investment property
Share-based payment expense
Loan impairment losses gross of recoveries and other credit
risk provisions
Provisions
Impairment/(release of impairment) of financial investments
Charge for defined benefit plans
Accretion of discounts and amortisation of premiums
Year ended 31 December

HSBC
2014
$m

2013
$m

HSBC Holdings
2015
$m

2014
$m

2,181

(61)
757

2,251
32
(120)
732

2,330
(1,051)
(113)
630

30

86

39

74

4,546
3,210
94
262
(224)

5,125
3,074
54
535
(421)

7,356
2,578
(36)
121
180

(2)

(61)

10,765

HSBC HOLDINGS PLC

439

11,262

11,995

114

52

Corporate Governance

Number of
HSBC Holdings
ordinary shares

Financial Statements

Aggregate options outstanding under these plans

Shareholder Information

For details of the options outstanding to subscribe for HSBC Holdings ordinary shares under the HSBC Holdings savings-related
share option plans, see Note 6.

Financial Review

Shares under option

Notes on the Financial Statements (continued)


36 Notes on the statement of cash flows / 37 Contingent liabilities

Change in operating assets


2015
$m

HSBC
2014
$m

2013
$m

HSBC Holdings
2015
$m

2014
$m

Change in loans to HSBC undertakings


Change in net trading securities and net derivatives
Change in loans and advances to banks
Change in loans and advances to customers
Change in reverse repurchase agreements non-trading
Change in financial assets designated at fair value
Change in other assets

24,384
1,218
31,753
(3,011)
2,394
9,090

(18,498)
5,147
12,666
18,900
3,269
4,393

(24,870)
(4,739)
(46,551)
(70,403)
(4,922)
2,586

(729)
1,413

(141)

1,364
483

Year ended 31 December

65,828

25,877

(148,899)

543

1,854

2015
$m

HSBC
2014
$m

Change in operating liabilities

Change in deposits by banks


Change in customer accounts
Change in repurchase agreements non-trading
Change in debt securities in issue
Change in financial liabilities designated at fair value
Change in other liabilities
Year ended 31 December

2013
$m

HSBC Holdings
2015
$m

2014
$m

(21,534)
(44,373)
(26,481)
960
(10,785)
(4,549)

(9,081)
(8,362)
(56,788)
(8,133)
(10,734)
(716)

(7,781)
57,365
123,653
(15,381)
994
5,907

(49)
(1,228)
(1,065)

(149)
(694)
(9,071)

(106,762)

(93,814)

164,757

(2,342)

(9,914)

Interest and dividends


2015
$m
Interest paid
Interest received
Dividends received

(14,559)
47,623
914

HSBC
2014
$m
(15,633)
51,522
1,199

2013
$m
(17,262)
50,823
1,133

HSBC Holdings
2015
$m
(2,309)
2,026
8,469

2014
$m
(2,463)
1,945
9,077

Cash and cash equivalents


Accounting policy
Cash and cash equivalents include highly liquid investments that are readily convertible to known amounts of cash and which are subject
to an insignificant risk of change in value. Such investments are normally those with less than three months maturity from the date of
acquisition.

Cash and cash equivalents

Cash at bank with HSBC undertakings


Cash and balances at central banks
Items in the course of collection from other banks
Loans and advances to banks of one month or less
Reverse repurchase agreements with banks of one month or less
Treasury bills, other bills and certificates of deposit less than
three months
Less: items in the course of transmission to other banks
At 31 December

2015
$m

HSBC
2014
$m

2013
$m

98,934
5,768
70,985
53,971

129,957
4,927
89,285
68,930

166,599
6,021
96,584
68,007

19,843
(5,638)
243,863

14,192
(5,990)
301,301

15,980
(6,910)
346,281

HSBC Holdings
2015
$m

2014
$m

242

249

242

249

The amount of cash and cash equivalents not available for use by HSBC at 31 December 2015 was $33,744m (2014: $43,738m),
of which $21,773m (2014: $29,883m) related to mandatory deposits at central banks.
Disposal of subsidiaries and businesses
During 2014, we completed the disposals of HSBC Bank Middle East Limiteds banking business in Jordan and operations in
Pakistan. This resulted in a net $303m outflow of cash and cash equivalents which is included under Cash flow from investing
activities in the consolidated statement of cash flows on page 340.
In October 2013, we completed the disposal of HSBC Bank (Panama) S.A., receiving total cash consideration of $2,210m which
is included under Cash flow from investing activities in the consolidated statement of cash flows on page 340.

HSBC HOLDINGS PLC

440

37 Contingent liabilities, contractual commitments and guarantees

HSBC
2015
$m

2014
$m

HSBC Holdings
2015
$m

2014
$m

Guarantees and contingent liabilities


Guarantees
Other contingent liabilities

85,855
490

86,385
346

68,333

52,023

At 31 December

86,345

86,731

68,333

52,023

Commitments
Documentary credits and short-term trade-related transactions
Forward asset purchases and forward forward deposits placed
Undrawn formal standby facilities, credit lines and other commitments to lend

10,168
981
655,281

12,082
823
638,475

16

At 31 December

666,430

651,380

16

The above table discloses the nominal principal amounts of commitments, guarantees and other contingent liabilities.
Contingent liabilities arising from legal proceedings, regulatory and other matters against Group companies are disclosed in
Notes 29 and 40. Nominal principal amounts represent the amounts at risk should the contracts be fully drawn upon and
clients default. As a significant portion of guarantees and commitments is expected to expire without being drawn upon, the
total of the nominal principal amounts is not indicative of future liquidity requirements.

Financial Review

Contingent liabilities, contractual commitments and guarantees

Corporate Governance

Contingent liabilities
Contingent liabilities, which include certain guarantees and letters of credit pledged as collateral security and contingent liabilities related to
legal proceedings or regulatory matters (see Note 40), are possible obligations that arise from past events whose existence will be confirmed
only by the occurrence, or non-occurrence, of one or more uncertain future events not wholly within the control of HSBC; or are present
obligations that have arisen from past events but are not recognised because it is not probable that settlement will require the outflow of
economic benefits, or because the amount of the obligations cannot be reliably measured. Contingent liabilities are not recognised in the
financial statements but are disclosed unless the probability of settlement is remote.
Financial guarantee contracts
Financial guarantee contracts are contracts that require HSBC to make specified payments to reimburse the holder for a loss incurred
because a specified debtor fails to make payment when due. Liabilities under financial guarantee contracts which are not classified as
insurance contracts are recorded initially at their fair value, which is generally the fee received or present value of the fee receivable.
Subsequently, financial guarantee liabilities are measured at the higher of the initial fair value, less cumulative amortisation, and the best
estimate of the expenditure required to settle the obligations.
HSBC Holdings has issued financial guarantees and similar contracts to other Group entities. HSBC elects to account for certain guarantees as
insurance contracts in HSBC Holdings financial statements, in which case they are measured and recognised as insurance liabilities. This
election is made on a contract by contract basis, and is irrevocable.

Strategic Report

Accounting policy

2015
Guarantees
in favour of
third parties
$m

2014

Guarantees by
HSBC Holdings
in favour of other
Group entities
$m

Guarantees by
Guarantees
HSBC Holdings
in favour of in favour of other
third parties
Group entities
$m
$m

Guarantee type
Financial guarantees
Credit-related guarantees1
Other guarantees

27,643
18,473
39,739

55,000
13,333

30,406
16,672
39,307

36,800
15,223

At 31 December

85,855

68,333

86,385

52,023

Financial Statements

Guarantees

The amounts disclosed in the above table are nominal principal amounts and reflect HSBCs maximum exposure under a large
number of individual guarantee undertakings. The risks and exposures arising from guarantees are captured and managed in
accordance with HSBCs overall credit risk management policies and procedures. Approximately half the above guarantees
have a term of less than one year. Guarantees with terms of more than one year are subject to HSBCs annual credit review
process.

HSBC HOLDINGS PLC

441

Shareholder Information

1 Credit-related guarantees are contracts that have similar features to financial guarantee contracts but fail to meet the definition of a financial
guarantee contract under IAS 39.

Notes on the Financial Statements (continued)


38 Lease commitments / 39 Structured entities

Financial Services Compensation Scheme


The Financial Services Compensation Scheme (FSCS) has provided compensation to consumers following the collapse of
a number of deposit takers. The compensation paid out to consumers is currently funded through loans from HM Treasury
which at 31 December 2015 stood at approximately 16bn ($23.7bn).
The Group could be liable to pay a proportion of the outstanding amount that the FSCS has borrowed from HM Treasury. The
ultimate FSCS levy to the industry as a result of the collapses cannot currently be estimated reliably as it is dependent on
various uncertain factors including the potential recoveries of assets by the FSCS and changes in the level of protected deposits
and the population of FSCS members at the time.
Capital commitments
In addition to the commitments disclosed on page 441, at 31 December 2015 HSBC had $468m (2014: $656m) of capital
commitments contracted but not provided for and $100m (2014: $101m) of capital commitments authorised but not
contracted for.
Associates
HSBCs share of associates contingent liabilities amounted to $39,222m at 31 December 2015 (2014: $47,593m). No matters
arose where HSBC was severally liable.

38 Lease commitments
Accounting policy
Agreements which transfer substantially all the risks and rewards incidental to the ownership of assets are classified as finance leases.
As a lessor under finance leases, HSBC presents the amounts due under the leases after deduction of unearned charges in Loans and
advances to banks or Loans and advances to customers. As a lessee under finance leases, HSBC presents the leased assets in Property,
plant and equipment with the corresponding liability included in Other liabilities. A finance lease asset and its corresponding liability are
recognised initially at the fair value of the asset or, if lower, the present value of the minimum lease payments.
All other leases are classified as operating leases. As lessor, HSBC presents assets subject to operating leases in Property, plant and
equipment. Impairment losses are recognised to the extent that carrying values are not fully recoverable. As a lessee, leased assets are not
recognised on the balance sheet.
Finance income or charges on finance leases are recognised in Net interest income over the lease periods so as to give a constant rate of
return. Rentals payable or receivable under operating leases are spread on a straight-line basis over the lease periods and are recognised in
General and administrative expenses or in Other operating income.

Operating lease commitments


At 31 December 2015, future minimum lease payments under non-cancellable operating leases for land, buildings and
equipment were $5,333m (2014: $5,372m).
Finance lease receivables
HSBC leases a variety of assets to third parties under finance leases, including transport assets (such as aircraft), property and
general plant and machinery. At the end of lease terms, assets may be sold to third parties or leased for further terms. Rentals
are calculated to recover the cost of assets less their residual value, and earn finance income.
Total future
minimum
payments
$m
Lease receivables:
no later than one year
later than one year and no later than
five years
later than five years
At 31 December

2015
Unearned
finance
income
$m

Present
value
$m

Total future
minimum
payments
$m

2014
Unearned
finance
income
$m

Present
value
$m

3,382

(332)

3,050

3,383

(374)

3,009

7,219
4,897

(837)
(702)

6,382
4,195

8,089
5,013

(980)
(744)

7,109
4,269

15,498

(1,871)

13,627

16,485

(2,098)

14,387

39 Structured entities
Accounting policy
A structured entity is an entity that has been designed so that voting or similar rights are not the dominant factor in deciding who controls
the entity, for example when any voting rights relate to administrative tasks only, and key activities are directed by contractual
arrangements. Structured entities often have restricted activities and a narrow and well defined objective.
Structured entities are assessed for consolidation in accordance with the accounting policy set out in Note 1.

HSBC is mainly involved with structured entities through the securitisation of financial assets, conduits and investment funds.

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Consolidated structured entities


Total assets of HSBCs consolidated structured entities, split by entity type

At 31 December 2015
At 31 December 2014

Conduits
$bn

Securitisations
$bn

HSBC
managed
funds
$bn

25.9
27.2

5.6
7.9

8.2
11.2

Other
$bn

Total
$bn

5.7
6.7

45.4
53.0

Strategic Report

HSBCs arrangements that involve structured entities are authorised centrally when they are established to ensure appropriate
purpose and governance. The activities of structured entities administered by HSBC are closely monitored by senior management.
The Group is involved with both consolidated and unconsolidated structured entities which are established either by HSBC or a
third party, as detailed below.

HSBC has established and manages two types of conduits: securities investment conduits (SICs) and multi-seller conduits.
These entities have been designed so that voting or similar rights are not the dominant factor in deciding who has control: in
such cases, the relevant activities are directed by means of contractual arrangement. The conduits are consolidated as HSBC
is exposed to or has the right to variable returns from its involvement with the entity and has the ability to affect its returns
through its power over the entity.
Securities investment conduits

Financial Review

Conduits

Solitaire Solitaire is currently funded entirely by commercial paper (CP) issued to HSBC. Although HSBC continues to
provide a liquidity facility, Solitaire has no need to draw on it as long as HSBC purchases its issued CP, which HSBC intends
to do for the foreseeable future. At 31 December 2015, HSBC held $8bn of CP (2014: $9.5bn).
Mazarin HSBC is exposed to the par value of Mazarins assets through the provision of a liquidity facility equal to the
lesser of the amortised cost of issued senior debt and the amortised cost of non-defaulted assets. At 31 December 2015,
this amounted to $1.8bn (2014: $3.9bn). First loss protection is provided through the capital notes issued by Mazarin, which
are substantially all held by third parties.
At 31 December 2015, HSBC held 2.7% of Mazarins capital notes (2014: 1.2%) with a par value of $13m (2014: $10m) and a
carrying amount of $4m (2014: $1.4m).

Corporate Governance

Solitaire, HSBCs principal SIC, purchases highly rated ABSs to facilitate tailored investment opportunities. At 31 December
2015, Solitaire held $6.2bn of ABSs (2014: $8.0bn). These are included within the disclosures of ABSs held through consolidated
structured entities on page 153. HSBCs other SICs, Mazarin, Barion and Malachite, evolved from the restructuring of the
Groups structured investment vehicles in 2008.

At 31 December 2015, HSBC held 13.7% of the capital notes (2014: 9.9%) issued by these vehicles with a par value of
$42.2m (2014: $54.8m) and a carrying amount of $20.3m (2014: $10.1m).
Multi-seller conduits
Multi-seller conduits were established for the purpose of providing access to flexible market-based sources of finance for
HSBCs clients. HSBC bears risk equal to the transaction-specific liquidity facilities offered to the multi-seller conduits
amounting to $19.8bn at 31 December 2015 (2014: $15.4bn). First loss protection is provided by the originator of the assets,
and not by HSBC, through transaction-specific credit enhancements. A layer of secondary loss protection is provided by HSBC
in the form of programme-wide enhancement facilities.

Financial Statements

Barion and Malachite HSBCs primary exposure to these SICs is represented by the amortised cost of the debt required to
support the non-cash assets of the vehicles. At 31 December 2015, this amounted to $1.4bn (2014: $3.0bn). First loss
protection is provided through the capital notes issued by these vehicles, which are substantially all held by third parties.

HSBC uses structured entities to securitise customer loans and advances that it has originated in order to diversify its sources
of funding for asset origination and capital efficiency purposes. The loans and advances are transferred by HSBC to the
structured entities for cash or synthetically through credit default swaps, and the structured entities issue debt securities to
investors.
HSBC managed funds
HSBC has established a number of money market and non-money market funds. Where it is deemed to be acting as principal
rather than agent in its role as investment manager, HSBC controls and hence consolidates these funds.

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Shareholder Information

Securitisations

Notes on the Financial Statements (continued)


39 Structured entities / 40 Legal proceedings and regulatory matters

Other
HSBC has also entered into a number of transactions in the normal course of business which include asset and structured
finance transactions where it has control of the structured entity. In addition, HSBC is deemed to control a number of
third-party managed funds through its involvement as a principal in the funds.
Unconsolidated structured entities
The term unconsolidated structured entities refers to all structured entities that are not controlled by HSBC. The Group
enters into transactions with unconsolidated structured entities in the normal course of business to facilitate customer
transactions and for specific investment opportunities.
The table below shows the total assets of unconsolidated structured entities in which HSBC had an interest at the reporting
date and its maximum exposure to loss in relation to those interests.
Nature and risks associated with HSBC interests in unconsolidated structured entities

Total assets of the entities


Total assets in relation to HSBCs interests in the
unconsolidated structured entities
trading assets
financial assets designated at fair value
derivatives
loans and advances to banks
loans and advances to customers
financial investments
other assets
Total liabilities in relation to HSBCs interests in the
unconsolidated structured entities
Other liabilities
HSBCs maximum exposure at 31 December 2015
Total assets of the entities
Total assets in relation to HSBCs interests in the
unconsolidated structured entities
trading assets
financial assets designated at fair value
derivatives
loans and advances to banks
loans and advances to customers
financial investments
other assets
Total liabilities in relation to HSBCs interests in the
unconsolidated structured entities
Other liabilities
HSBCs maximum exposure at 31 December 2014

Securitisations
$bn

HSBC
managed
funds
$bn

Non-HSBC
managed
funds
$bn

Other
$bn

Total
$bn

12.9

227.9

2,003.1

139.9

2,383.8

1.4

1.1
0.3

5.6
0.1
5.3

0.2

8.0
0.2
6.6

0.1
1.1

9.8
2.6

3.8
0.1
2.9
0.2
0.2

24.8
2.9
11.9
3.8
0.1
4.1
1.8
0.2

(0.1)
(0.1)

(0.1)
(0.1)

3.5

5.6

8.0

14.6

31.7

11.0

308.5

2,899.9

32.8

3,252.2

0.8

0.8

7.8
0.1
5.2

2.5

8.3
0.1
2.3

5.9

7.7
4.6

1.3
0.1
1.5
0.1
0.1

24.6
4.8
7.5
1.3
0.1
2.3
8.5
0.1

0.1
0.1

0.1
0.1

0.8

7.8

8.3

11.1

28.0

The maximum exposure to loss from HSBCs interests in unconsolidated structured entities represents the maximum loss that
HSBC could incur as a result of its involvement with unconsolidated structured entities regardless of the probability of the loss
being incurred.
For commitments, guarantees and written credit default swaps, the maximum exposure to loss is the notional amount of
potential future losses.
For retained and purchased investments in and loans to unconsolidated structured entities, the maximum exposure to loss
is the carrying value of these interests at the balance sheet reporting date.
The maximum exposure to loss is stated gross of the effects of hedging and collateral arrangements entered into to mitigate
HSBCs exposure to loss.
Securitisations
HSBC has interests in unconsolidated securitisation vehicles through holding notes issued by these entities. In addition, HSBC
has investments in ABSs issued by third party structured entities as set out on page 153.

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444

HSBC establishes and manages money market funds and non-money market investment funds to provide customers with
investment opportunities. Further information on funds under management is provided on page 96.
HSBC, as fund manager, may be entitled to receive management and performance fees based on the assets under
management. HSBC may also retain units in these funds.
Non-HSBC managed funds
HSBC purchases and holds units of third-party managed funds in order to facilitate both business and customer needs. In
addition, HSBC enters into derivative contracts to facilitate risk management solutions for non-HSBC managed funds. Note 16
provides information on derivatives entered into by HSBC.

Strategic Report

HSBC managed funds

Other

HSBC sponsored structured entities


Accounting policy
HSBC is considered to sponsor another entity if, in addition to ongoing involvement with the entity, it had a key role in establishing that
entity or in bringing together the relevant counterparties so that the transaction which is the purpose of the entity could occur. HSBC is
generally not considered a sponsor if the only involvement with the entity is merely administrative in nature.

Financial Review

HSBC has established structured entities in the normal course of business, such as structured credit transactions for customers,
to provide finance to public and private sector infrastructure projects, and for asset and structured finance transactions.

The amount of assets transferred to and income received from such sponsored entities during 2015 and 2014 was not
significant.

HSBC is party to legal proceedings and regulatory matters in a number of jurisdictions arising out of its normal business
operations. Apart from the matters described below, HSBC considers that none of these matters are material. The recognition
of provisions is determined in accordance with the accounting policies set out in Note 29. While the outcome of legal
proceedings and regulatory matters is inherently uncertain, management believes that, based on the information available to
it, appropriate provisions have been made in respect of these matters as at 31 December 2015 (see Note 29). Where an
individual provision is material, the fact that a provision has been made is stated and quantified, except to the extent doing so
would be seriously prejudicial. Any provision recognised does not constitute an admission of wrongdoing or legal liability. It is
not practicable to provide an aggregate estimate of potential liability for our legal proceedings and regulatory matters as a
class of contingent liabilities.

Corporate Governance

40 Legal proceedings and regulatory matters

As a result of an August 2002 restatement of previously reported consolidated financial statements and other corporate
events, including the 2002 settlement with 46 states and the District of Columbia relating to real estate lending practices,
Household International, Inc. (Household International) and certain former officers were named as defendants in a class
action lawsuit, Jaffe v. Household International, Inc., et al., filed in August 2002 in the US District Court for the Northern District
of Illinois (the Illinois District Court). The complaint asserted claims under the US Securities Exchange Act and alleged that the
defendants knowingly or recklessly made false and misleading statements of material fact relating to Household Internationals
Consumer Lending operations, including collections, sales and lending practices, some of which ultimately led to the 2002 state
settlement agreement, and facts relating to accounting practices evidenced by the financial restatement. Ultimately, a class
was certified on behalf of all persons who acquired and disposed of Household International common stock between July 1999
and October 2002.

Financial Statements

Securities litigation

In December 2011, following the submission of claim forms by class members, the court-appointed claims administrator
reported to the Illinois District Court that the total number of claims that generated an allowed loss was 45,921, and that the
aggregate amount of those claims was approximately $2.2bn. The Illinois District Court directed further proceedings before a
court-appointed Special Master to address certain issues and objections regarding the remaining claims.
In October 2013, the Illinois District Court entered a partial final judgement against the defendants in the amount of
approximately $2.5bn (including pre-judgement interest). The defendants appealed that partial final judgement.
In addition to the partial judgement that has been entered, there are also approximately $625m in remaining claims, prior to
the imposition of pre-judgement interest, that are still subject to objections that have not yet been ruled upon by the Illinois
District Court.

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445

Shareholder Information

A jury trial concluded in April 2009, which was decided partly in favour of the plaintiffs. Various legal challenges to the verdict
were raised in post-trial briefing.

Notes on the Financial Statements (continued)


40 Legal proceedings and regulatory matters

In May 2015, the US Court of Appeals for the Seventh Circuit issued a decision reversing the partial final judgement of the
Illinois District Court and remanding the case for a new trial on loss causation, which may entail a reassessment of the
quantum of damages. On remand to the Illinois District Court, the case was reassigned to a different judge, who has issued
various rulings on certain preliminary issues and has entered a scheduling order that includes a trial date in June 2016.
The timing and ultimate resolution of this matter remains highly uncertain, and given the complexity and uncertainties
associated with a new trial on loss causation and a reassessment of the quantum of damages, there continues to be a wide
range of possible outcomes. Depending on whether and to what extent the plaintiffs are able to demonstrate loss causation,
the amount of damages, based upon the claims included in the reversed partial final judgement and the other remaining
claims, as well as the application of pre-judgement interest, may be up to or exceeding $3.6bn. A provision has been
recognised based on managements best estimate of probable outflows, but the amount of such provision is not disclosed
as it would seriously prejudice the position of HSBC in the resolution of this matter.
Bernard L. Madoff Investment Securities LLC
Bernard L. Madoff (Madoff) was arrested in December 2008 and later pleaded guilty to running a Ponzi scheme. He
has acknowledged, in essence, that while purporting to invest his customers money in securities, he in fact never invested in
securities and used other customers money to fulfil requests to return investments. His firm, Bernard L. Madoff Investment
Securities LLC (Madoff Securities), is being liquidated in the US by a trustee (the Trustee).
Various non-US HSBC companies provided custodial, administration and similar services to a number of funds incorporated
outside the US whose assets were invested with Madoff Securities. Based on information provided by Madoff Securities, as at
30 November 2008, the purported aggregate value of these funds was $8.4bn, an amount that includes fictitious profits reported
by Madoff. Based on information available to HSBC, we have estimated that the funds actual transfers to Madoff Securities minus
their actual withdrawals from Madoff Securities during the time that HSBC serviced the funds totalled approximately $4bn.
Various HSBC companies have been named as defendants in lawsuits arising out of Madoff Securities fraud.
US/UK litigation: The Trustee has brought lawsuits against various HSBC companies in the US Bankruptcy Court and in the
English High Court. The Trustees ongoing US claims seek recovery of prepetition transfers pursuant to US bankruptcy law. The
amount of these claims has not been pleaded or determined as against HSBC. The Trustees English action seeks recovery of
unspecified transfers from Madoff Securities to or through HSBC. HSBC has not yet been served with the Trustees English
action. The Trustees deadline for serving the claim has been extended through the third quarter of 2016.
Alpha Prime Fund Ltd (Alpha Prime) and Senator Fund SPC (Senator), co-defendants in the Trustees US actions, have each
brought cross-claims against HSBC. These funds have also sued HSBC in Luxembourg (discussed below). In June 2015, the US
Bankruptcy Court heard HSBCs motion to dismiss Alpha Prime and Senators cross-claims and a decision on that motion is
pending.
Fairfield Sentry Limited, Fairfield Sigma Limited and Fairfield Lambda Limited (together, Fairfield), funds whose assets were
invested with Madoff Securities, commenced multiple lawsuits in the US and the British Virgin Islands (BVI) against fund
shareholders, including various HSBC companies that acted as nominees for HSBC clients, seeking restitution of payments
made in connection with share redemptions. Fairfields US actions are stayed pending the outcome of the cases in the BVI
(discussed below).
In September 2013, the US Court of Appeals for the Second Circuit affirmed the dismissal of purported class action claims
against HSBC and others brought by investors in three Madoff-invested funds on grounds of forum non conveniens. In May
2015, plaintiffs filed a motion asking the Court of Appeals to restore their class action claims on the basis of an alleged change
of law. Plaintiffs motion was denied by the Court of Appeals in June 2015.
In December 2014, three additional actions were filed in the US. The first is a purported class action brought in the United
States District Court for the Southern District of New York (the New York District Court) by direct investors in Madoff
Securities who were holding their investments as of December 2008, asserting various common law claims and seeking to
recover damages lost to Madoff Securities fraud on account of HSBCs purported knowledge and alleged furtherance of the
fraud. HSBC moved to dismiss this action in November 2015 and a decision on that motion is pending. The other two actions
were both filed by SPV Optimal SUS Ltd (SPV OSUS), the purported assignee of the Madoff-invested company, Optimal
Strategic US Equity Ltd. One of these actions was filed in New York state court and the other in New York District Court.
In January 2015, SPV OSUS dismissed its federal lawsuit against HSBC. The state court action against HSBC remains pending.
In May 2015, an action was filed in New York District Court by two investors in the Madoff-invested fund Hermes International
Fund Limited (Hermes), asserting various common law claims against HSBC and seeking to recover damages lost to Madoff
Securities fraud. HSBCs motion to dismiss the action was filed in January 2016 and a decision on that motion is pending.
BVI litigation: Beginning in October 2009, Fairfield commenced multiple lawsuits in the BVI against numerous fund
shareholders, including various HSBC companies that acted as nominees for clients of HSBCs private banking business and
other clients who invested in Fairfield. Fairfield is seeking restitution of redemption payments made by the funds to
defendants on the grounds that they were mistakenly based on inflated net asset values. In April 2014, the UK Privy Council
issued a ruling in favour of other defendants in the BVI actions, and issued its order in October 2014. The Privy Council ruling
found in effect that Fairfield should not be entitled to recover share redemptions that were calculated on a net asset value per

HSBC HOLDINGS PLC

446

In October 2009, Alpha Prime commenced an action against HSSL before the Luxembourg District Court, alleging breach of
contract and negligence in the appointment of Madoff Securities as a sub-custodian of Alpha Primes assets. Alpha Prime
requested a stay of these proceedings pending its negotiations with the Trustee in the US proceedings. The matter has been
temporarily suspended at Alpha Primes request.
In March 2010, Herald (Lux) SICAV (Herald (Lux)) (in official liquidation since April 2009) commenced an action against HSSL
before the Luxembourg District Court seeking restitution of securities, or the cash equivalent, or money damages in the
alternative. Herald (Lux) has also requested the restitution of fees paid to HSSL as custodian and service agent of the fund.
Written submissions on the merits are due to be filed by Herald (Lux) in March 2016.
In December 2014, Senator commenced a separate action against HSSL before the Luxembourg District Court, seeking the
restitution of securities held as of the latest net asset value statement from November 2008, or in the alternative, money
damages. The matter has been temporarily suspended at Senators request.
In April 2015, Senator commenced a separate action against the Luxembourg branch of HSBC Bank plc before the Luxembourg
District Court asserting identical claims to those asserted in Senators action against HSSL. This action remains ongoing.
HSSL has been sued in various actions by shareholders in the Primeo Select Fund, Herald, Herald (Lux), and Hermes. These
actions are in different stages, most of which have been dismissed, suspended or postponed.
Ireland litigation: In November 2013, Defender Limited, a fund whose assets were invested with Madoff Securities,
commenced an action against HSBC Institutional Trust Services (Ireland) Limited (HTIE) and others, alleging breach of the
custodian agreement and claiming damages and indemnification for fund losses. A trial date has not yet been scheduled.
In May 2013 and November 2013, settlements were reached in respect of claims filed against HTIE in the Irish High Court by
Thema International Fund plc (Thema International) and Alternative Advantage Plc (AA), respectively. Only two actions by
individual Thema International shareholders against HTIE and Thema International remain active. An application to dismiss the
two remaining shareholder claims was heard in December 2015 and a decision is pending.
In December 2014, a new proceeding against HTIE and HSBC Securities Services (Ireland) Limited was brought by SPV OSUS,
alleging breach of the custodian agreement and claiming damages and indemnification for fund losses. In July 2015, HTIE
brought a preliminary application to challenge the standing of SPV OSUS to bring proceedings against its service providers.
Judgement was rendered in favour of HTIE in October 2015, resulting in the dismissal of the action. SPV OSUS filed an appeal,
which is scheduled for hearing in January 2017.
There are many factors that may affect the range of possible outcomes, and the resulting financial impact, of the various
Madoff-related proceedings described above, including but not limited to the multiple jurisdictions in which the proceedings
have been brought and the number of different plaintiffs and defendants in such proceedings. Based upon the information
currently available, managements estimate of possible aggregate damages that might arise as a result of all claims in the

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447

Financial Review

Luxembourg litigation: In April 2009, Herald Fund SPC (Herald) (in official liquidation since July 2013) commenced action
against HSSL before the Luxembourg District Court seeking restitution of all cash and securities Herald purportedly lost
because of Madoff Securities fraud, or in the alternative, money damages in the same amount. In March 2013, the
Luxembourg District Court dismissed Heralds restitution claim for the return of the securities, although Heralds restitution
claim for return of the cash and its claim for money damages were reserved. Herald appealed this judgement in May 2013.
Written submissions on the merits are due to be filed by the parties in March 2016.

Corporate Governance

Cayman Islands litigation: In February 2013, Primeo Fund (in official liquidation since April 2009), a Cayman Islands-based fund
whose assets were invested with Madoff Securities, brought an action against the fund administrator, Bank of Bermuda
(Cayman), and the fund custodian, HSBC Securities Services (Luxembourg) (HSSL), alleging breach of contract by the
defendants and breach of fiduciary duty by HSSL. Primeo Fund claims damages from defendants (and equitable compensation
from HSSL) to compensate it for alleged losses, including loss of profit. Trial is scheduled to begin in November 2016.

Financial Statements

Thema Fund Limited (Thema) and Hermes, funds whose assets were invested with Madoff Securities, each also brought three
actions in Bermuda in 2009. The first set of actions was brought against HSBC Institutional Trust Services (Bermuda) Limited
and seeks recovery of funds in frozen accounts held at HSBC. The second set of actions asserts liability against HSBC
Institutional Trust Services (Bermuda) Limited in relation to claims for mistake, recovery of fees and damages for breach of
contract. The third set of actions seeks return of fees from HSBC Bank Bermuda Limited and HSBC Securities Services
(Bermuda). There has been little progress in these actions for several years, although in January 2015, Thema and Hermes
served notice of intent to proceed in respect of the second set of actions referred to above.

Shareholder Information

Bermuda litigation: In January 2009, Kingate Global Fund Limited and Kingate Euro Fund Limited (together, Kingate), funds
whose assets were invested with Madoff Securities, commenced an action in Bermuda against HSBC Bank Bermuda Limited for
recovery of funds held in Kingates accounts, fees and dividends. This action is currently pending, but is not expected to move
forward until there is a resolution as to the Trustees separate US actions against Kingate and HSBC Bank Bermuda Limited.

Strategic Report

share based on fictitious profits, and were paid to shareholders prior to the collapse of Madoff Securities. Separately, a motion
was brought by defendants before the BVI court challenging the authorisation of the Fairfield liquidator (appointed in July
2009) to pursue its claims in the US. That motion was heard in March 2015 and a decision is pending.

Notes on the Financial Statements (continued)


40 Legal proceedings and regulatory matters

various Madoff-related proceedings is up to or exceeding $800m. Due to uncertainties and limitations of this estimate, the
ultimate damages could differ significantly from this amount.
US mortgage-related investigations
In April 2011, following completion of a broad horizontal review of industry foreclosure practices, HSBC Bank USA N.A. (HSBC
Bank USA) entered into a consent cease-and-desist order with the Office of the Comptroller of the Currency (OCC), and HSBC
Finance Corporation (HSBC Finance) and HSBC North America Holdings Inc. (HNAH) entered into a similar consent order with
the Federal Reserve Board (FRB) (together with the OCC order, the Servicing Consent Orders). The Servicing Consent Orders
require prescribed actions to address the foreclosure practice deficiencies noted in the joint examination and described in the
Servicing Consent Orders. HSBC Bank USA, HSBC Finance and HNAH continue to work with the OCC and the FRB to align their
processes with the requirements of the Servicing Consent Orders and to implement operational changes as required; however,
as set forth in a June 2015 amended consent order between HSBC Bank USA and the OCC (the Amended Consent Order),
HSBC Bank USA is not yet in compliance with all of the requirements of the OCC order. A failure to satisfy all requirements of
the OCC order may result in a variety of regulatory consequences for HSBC Bank USA, including the imposition of civil money
penalties. The Amended Consent Order includes business restrictions related to residential mortgage servicing that will remain
in place until the OCC order is terminated. The restrictions include a prohibition against the bulk acquisition of residential
mortgage servicing or residential mortgage servicing rights and a requirement to seek OCC supervisory non-objection to
outsource any residential mortgage servicing activities that are not already outsourced as of the date of the Amended Consent
Order.
The Servicing Consent Orders required an independent review of foreclosures pending or completed between January 2009
and December 2010 to determine if any borrower was financially injured as a result of an error in the foreclosure process (the
Independent Foreclosure Review). As required by the Servicing Consent Orders, an independent consultant was retained to
conduct that review. In February 2013, HSBC Bank USA entered into an agreement with the OCC, and HSBC Finance and HNAH
entered into an agreement with the FRB (together, the IFR Settlement Agreements), pursuant to which the Independent
Foreclosure Review ceased and was replaced by a broader framework under which HSBC and 12 other participating servicers
agreed to provide, in the aggregate, over $9.3bn in cash payments and other assistance to help eligible borrowers. Pursuant to
the IFR Settlement Agreements, HNAH made a cash payment of $96m into a fund used to make payments to borrowers that
were in active foreclosure during 2009 and 2010 and is also providing other assistance, such as loan modifications, to help
eligible borrowers. Borrowers who receive compensation will not be required to execute a release or waiver of rights and will
not be precluded from pursuing litigation concerning foreclosure or other mortgage servicing practices. For participating
servicers, including HSBC Bank USA and HSBC Finance, fulfilment of the terms of the IFR Settlement Agreements will satisfy
the Independent Foreclosure Review requirements of the Servicing Consent Orders, including the wind-down of the
Independent Foreclosure Review.
The Servicing Consent Orders do not preclude additional enforcement actions against HSBC Bank USA, HSBC Finance or HNAH
by regulatory, governmental or law enforcement agencies, such as the DoJ or state Attorneys General, which could include the
imposition of civil money penalties and other sanctions relating to the activities that are the subject of the Servicing Consent
Orders. In addition, the IFR Settlement Agreements do not preclude future private litigation concerning these practices.
Separate from the Servicing Consent Orders and the settlement related to the Independent Foreclosure Review discussed
above, in February 2016, HSBC Bank USA, HSBC Finance, HSBC Mortgage Services Inc. and HNAH entered into an agreement
with the DoJ, the US Department of Housing and Urban Development, the Consumer Financial Protection Bureau, other
federal agencies (the Federal Parties) and the Attorneys General of 49 states and the District of Columbia (the State Parties)
to resolve civil claims related to past residential mortgage loan origination and servicing practices (the National Mortgage
Settlement Agreement). The National Mortgage Settlement Agreement is similar to prior settlements reached with other US
mortgage servicers and includes payment of $100m to be allocated among participating Federal and State Parties, and $370m
in consumer relief provided through HSBCs loan modification programmes. The National Mortgage Settlement Agreement
also sets forth national mortgage servicing standards to which HSBC will adhere.
In addition, in February 2016, the FRB announced the imposition against HSBC Finance and HNAH of a $131m civil money
penalty in connection with the FRBs Servicing Consent Order of April 2011. Pursuant to the terms of the FRB order, the
penalty will be satisfied by the cash payments made to the Federal Parties and the consumer relief provided pursuant to the
National Mortgage Settlement Agreement.
The National Mortgage Settlement Agreement and the FRB order do not completely preclude other enforcement actions by
regulatory, governmental or law enforcement agencies related to foreclosure and other mortgage servicing practices,
including, but not limited to, matters relating to the securitisation of mortgages for investors, which could include the
imposition of civil money penalties, criminal fines or other sanctions. In addition, these practices have in the past resulted in
private litigation, and the National Mortgage Settlement Agreement would not preclude further private litigation concerning
these practices.
US mortgage securitisation activity and litigation
HSBC Bank USA was a sponsor/seller of loans used to facilitate whole loan securitisations underwritten by HSBC Securities
(USA) Inc. (HSI). From 2005 to 2007, HSBC Bank USA purchased and sold $24bn of such loans to HSI, which were subsequently
HSBC HOLDINGS PLC

448

Various HSBC companies have also been named as defendants in a number of actions in connection with residential mortgagebacked security (RMBS) offerings, which generally allege that the offering documents for securities issued by mortgage
securitisation trusts contained material misstatements and omissions, including statements regarding the underwriting
standards governing the underlying mortgage loans.
HSBC Bank USA, HSBC Finance and Decision One Mortgage Company LLC (an indirect subsidiary of HSBC Finance) have been
named as defendants in various mortgage loan repurchase actions brought by trustees of mortgage securitisation trusts. In the
aggregate, these actions seek to have the HSBC defendants repurchase mortgage loans, or pay compensatory damages in lieu
of repurchase, totalling at least $1bn.
In addition to actions brought by trustees of securitisation trusts, HSBC Mortgage Corporation (USA) Inc. and Decision One
Mortgage Company LLC have been named as defendants in two separate actions filed by Residential Funding Company LLC
(RFC), a mortgage loan purchase counterparty. These actions seek unspecified damages in relation to alleged losses suffered
by RFC as a result of approximately 25,000 mortgage loans purchased from HSBC between 1986 and 2007. Discovery is in
progress in both of these actions.
Since 2010, various HSBC entities have received subpoenas and requests for information from the DoJ and the Massachusetts
state Attorney General seeking the production of documents and information regarding HSBCs involvement in specific privatelabel RMBS transactions as an issuer, sponsor, underwriter, depositor, trustee, custodian or servicer. In November 2014,
HNAH, on behalf of itself and various subsidiaries including, but not limited to, HSBC Bank USA, HSI Asset Securitization Corp.,
HSI, HSBC Mortgage Corporation (USA), HSBC Finance and Decision One Mortgage Company LLC, received a subpoena from
the US Attorneys Office for the District of Colorado, pursuant to the Financial Industry Reform, Recovery and Enforcement Act
(FIRREA), concerning the origination, financing, purchase, securitisation and servicing of subprime and non-subprime
residential mortgages. Five non-HSBC banks have previously reported settlements with the DoJ of FIRREA and other mortgagebacked securities-related matters. HSBC is cooperating with the US authorities and is continuing to produce documents and
information responsive to their requests.

Financial Review
Corporate Governance

Between June and December 2014, a number of lawsuits were filed in state and federal court in New York and Ohio against
HSBC Bank USA as trustee of over 280 mortgage securitisation trusts. These lawsuits are brought on behalf of the trusts by a
putative class of investors including, amongst others, BlackRock and PIMCO funds. Similar lawsuits were filed simultaneously
against other non-HSBC financial institutions that served as mortgage securitisation pool trustees. The complaints against
HSBC Bank USA allege that the trusts have sustained losses in collateral value of approximately $38bn. The lawsuits seek
unspecified damages resulting from alleged breaches of the US Trust Indenture Act, breach of fiduciary duties, negligence,
breach of contract and breach of the common law duty of trust. HSBC filed motions to dismiss in several of these lawsuits,
which were, for the most part, denied. In December 2015, three new actions containing similar allegations were filed in state
and federal court in New York against HSBC Bank USA as trustee of over 40 mortgage securitisation trusts, many of which are
at issue in the previously filed trustee cases. The complaints in the new actions against HSBC Bank USA allege that the trusts
have sustained losses in collateral value of approximately $285m.

Financial Statements

Participants in the US mortgage securitisation market that purchased and repackaged whole loans have been the subject of
lawsuits and governmental and regulatory inquiries, which have been directed at groups within the US mortgage market such
as servicers, originators, underwriters, trustees or sponsors of securitisations, and at particular participants within these
groups. As the industrys residential mortgage foreclosure issues continue, HSBC Bank USA has taken title to an increasing
number of foreclosed homes as trustee on behalf of various mortgage securitisation trusts. As nominal record owner of these
properties, HSBC Bank USA has been sued by municipalities and tenants alleging various violations of law, including laws
regarding property upkeep and tenants rights. While HSBC believes and continues to maintain that the obligations at issue
and any related liabilities are properly those of the servicer of each trust, HSBC continues to receive significant adverse
publicity in connection with these and similar matters, including foreclosures that are serviced by others in the name of HSBC,
as trustee.

Strategic Report

securitised and sold by HSI to third parties. The outstanding principal balance on these loans was approximately $5.2bn as at
31 December 2015.

There are many factors that may affect the range of possible outcomes, and the resulting financial impact of these matters.
Based upon the information currently available, it is possible that any liabilities that might arise as a result of these matters
could be significant.
Anti-money laundering and sanctions-related matters
In October 2010, HSBC Bank USA entered into a consent cease-and-desist order with the OCC, and HNAH entered into a
consent cease-and-desist order with the FRB (the Orders). These Orders required improvements to establish an effective
compliance risk management programme across HSBCs US businesses, including risk management related to the Bank Secrecy
Act (BSA) and AML compliance. Steps continue to be taken to address the requirements of the Orders.

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Shareholder Information

HSBC expects the focus on mortgage securitisations to continue. As a result, HSBC companies may be subject to additional
claims, litigation and governmental or regulatory scrutiny relating to its participation in the US mortgage securitisation market.

Notes on the Financial Statements (continued)


40 Legal proceedings and regulatory matters

In December 2012, HSBC Holdings, HNAH and HSBC Bank USA entered into agreements with US and UK government agencies
regarding past inadequate compliance with the BSA, AML and sanctions laws. Among those agreements, HSBC Holdings and
HSBC Bank USA entered into a five-year deferred prosecution agreement with the DoJ, the US Attorneys Office for the Eastern
District of New York, and the US Attorneys Office for the Northern District of West Virginia (the US DPA); and HSBC Holdings
consented to a cease-and-desist order, and HSBC Holdings and HNAH consented to a civil money penalty order with the FRB.
HSBC Holdings also entered into an agreement with the Office of Foreign Assets Control (OFAC) regarding historical
transactions involving parties subject to OFAC sanctions, as well as an undertaking with the UK FCA to comply with certain
forward-looking AML and sanctions-related obligations. In addition, HSBC Bank USA entered into a civil money penalty order
with the Financial Crimes Enforcement Network (FinCEN) of the US Treasury Department and a separate civil money penalty
order with the OCC.
Under these agreements, HSBC Holdings and HSBC Bank USA made payments totalling $1.9bn to US authorities. In July 2013,
the US District Court for the Eastern District of New York approved the US DPA and retained authority to oversee
implementation of that agreement. An independent compliance monitor (the Monitor) was appointed in 2013 under the
agreements entered into with the DoJ and the FCA to produce annual assessments of the effectiveness of HSBCs AML and
sanctions compliance programme. Additionally, the Monitor is serving as HSBCs independent consultant under the consent
order of the FRB. In January 2016, the Monitor delivered his second annual follow-up review report as required by the US DPA.
The Monitors report is discussed on page 116.
Under the terms of the US DPA, upon notice and an opportunity to be heard, the DoJ has sole discretion to determine whether
HSBC has breached the US DPA. Potential consequences of breaching the US DPA could include the imposition of additional
terms and conditions on HSBC, an extension of the agreement, including its monitorship, or the criminal prosecution of HSBC,
which could, in turn, entail further financial penalties and collateral consequences.
HSBC Bank USA also entered into a separate consent order with the OCC, requiring it to correct the circumstances and
conditions as noted in the OCCs then-most recent report of examination, and imposing certain restrictions on HSBC Bank USA
directly or indirectly acquiring control of, or holding an interest in, any new financial subsidiary, or commencing a new activity
in its existing financial subsidiary, unless it receives prior approval from the OCC. HSBC Bank USA also entered into a separate
consent order with the OCC requiring it to adopt an enterprise-wide compliance programme.
These settlements with US and UK authorities have led to private litigation, and do not preclude further private litigation
related to HSBCs compliance with applicable BSA, AML and sanctions laws or other regulatory or law enforcement actions for
BSA, AML, sanctions or other matters not covered by the various agreements.
In May 2014, a shareholder derivative action was filed by a shareholder of HSBC Holdings purportedly on behalf of HSBC
Holdings, HSBC Bank USA, HNAH and HSBC USA Inc. (the Nominal Corporate Defendants) in New York state court against
certain current and former directors and officers of those HSBC companies (the Individual Defendants). The complaint alleges
that the Individual Defendants breached their fiduciary duties to the Nominal Corporate Defendants and caused a waste
of corporate assets by allegedly permitting and/or causing the conduct underlying the US DPA. In March 2015, the Nominal
Corporate Defendants moved to dismiss the action, and the Individual Defendants who had been served also responded to the
complaint. In November 2015, the New York state court granted the motion to dismiss. The plaintiff has appealed that
decision.
In July 2014, a claim was filed in the Ontario Superior Court of Justice against HSBC Holdings and a former employee purportedly
on behalf of a class of persons who purchased HSBC common shares and American Depositary Shares between July 2006 and
July 2012. The complaint, which seeks monetary damages of up to CA$20bn, alleges that the defendants made statutory and
common law misrepresentations in documents released by HSBC Holdings and its wholly owned subsidiary, HSBC Bank
Canada, relating to HSBCs compliance with BSA, AML, sanctions and other laws.
In November 2014, a complaint was filed in the US District Court for the Eastern District of New York on behalf of
representatives of US persons alleged to have been killed or injured in Iraq between April 2004 and November 2011. The
complaint was filed against HSBC Holdings, HSBC Bank plc, HSBC Bank USA and HSBC Bank Middle East, as well as other nonHSBC banks and the Islamic Republic of Iran. The plaintiffs allege that defendants violated the US Anti-Terrorism Act (US ATA)
by altering or falsifying payment messages involving Iran, Iranian parties and Iranian banks for transactions processed through
the US. Defendants filed a motion to dismiss in May 2015, and a decision on that motion is pending.
In November 2015, a complaint was filed in the US District Court for the Northern District of Illinois on behalf of
representatives of four US persons alleged to have been killed or injured in terrorist attacks on three hotels in Amman, Jordan
in 2005. The complaint was filed against HSBC Holdings, HSBC Bank USA, HNAH, HSI, HSBC Finance, HSBC USA Inc. and HSBC
Bank Middle East, as well as a non-HSBC bank. The plaintiffs allege that the HSBC defendants violated the US ATA by failing to
enforce due diligence methods to prevent its financial services from being used to support the terrorist attacks.
In February 2016, a complaint was filed in the US District Court for the Southern District of Texas by representatives of US
persons alleged to have been killed or injured in Mexico by Mexican drug cartels. The complaint was filed against HSBC
Holdings, HSBC Bank USA, HSBC Mxico SA, and Grupo Financiero HSBC. The plaintiffs allege that defendants violated the US
ATA by providing financial services to individuals and entities associated with the Mexican drug cartels. Defendants have not
yet been served with process.

HSBC HOLDINGS PLC

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In addition, various tax administration, regulatory and law enforcement authorities around the world, including in Belgium,
France, Argentina and India, are conducting investigations and reviews of HSBC Swiss Private Bank and other HSBC entities in
connection with allegations of tax evasion or tax fraud, money laundering and unlawful cross-border banking solicitation. HSBC
Swiss Private Bank has been placed under formal criminal examination by magistrates in both Belgium and France. In February
2015, HSBC was informed that the French magistrates are of the view that they have completed their investigation with
respect to HSBC Swiss Private Bank and have referred the matter to the public prosecutor for a recommendation on any
potential charges to be brought, whilst reserving the right to continue investigating other conduct at HSBC. In April 2015, HSBC
Holdings was informed that it has been placed under formal criminal investigation by the French magistrates in connection
with the conduct of HSBC Swiss Private Bank in 2006 and 2007 for alleged tax offences, and a 1bn bail was imposed. HSBC
Holdings appealed the magistrates decision and, in June 2015, bail was reduced to 100m. The ultimate financial impact of
this matter could differ significantly, however, from the bail amount of 100m.
In Argentina, in November 2014, the Argentine tax authority filed a complaint against various individuals, including current and
former HSBC employees, alleging tax evasion and an unlawful association amongst HSBC Swiss Private Bank, HSBC Bank
Argentina, HSBC Bank USA and certain HSBC employees, which allegedly enabled numerous HSBC customers to evade their
Argentine tax obligations. In addition, the Argentine Congress convened a special committee to investigate similar allegations,
as well as issues related to allegations of Argentine income tax evasion more broadly. The committee issued its final report in
December 2015.
In India, in February 2015, the Indian tax authority issued a summons and request for information to an HSBC company in
India. In August 2015 and November 2015, HSBC entities received notices issued by two offices of the Indian tax authority,
alleging that the Indian tax authority had sufficient evidence to initiate prosecution against HSBC Swiss Private Bank and its
Dubai entity for abetting tax evasion of four different Indian individuals and/or families and requesting that the HSBC entities
show why such prosecution should not be initiated.
With respect to each of these ongoing matters, HSBC is cooperating with the relevant authorities in a manner consistent with
relevant laws. There are many factors that may affect the range of outcomes, and the resulting financial impact, of these
investigations and reviews, which could be significant.

Financial Review

HSBC continues to cooperate in ongoing investigations by the DoJ and the US Internal Revenue Service regarding whether
certain HSBC companies and employees, including those associated with HSBC Private Bank (Suisse) SA (HSBC Swiss Private
Bank) and an HSBC company in India, acted appropriately in relation to certain customers who had US tax reporting
obligations. In connection with these investigations, HSBC Swiss Private Bank, with due regard for Swiss law, has produced
records and other documents to the DoJ. In August 2013, the DoJ informed HSBC Swiss Private Bank that it was not eligible for
the Program for Non-Prosecution Agreements or Non-Target Letters for Swiss Banks since a formal investigation had
previously been authorised.

Corporate Governance

Tax-related investigations

Strategic Report

Based on the facts currently known, it is not practicable at this time for HSBC to predict the resolution of these lawsuits,
including the timing or any possible impact on HSBC, which could be significant.

Various regulators and competition and law enforcement authorities around the world, including in the UK, the US, the EU,
Switzerland, South Korea and elsewhere, are conducting investigations and reviews related to certain past submissions made
by panel banks and the processes for making submissions in connection with the setting of Libor, Euribor and other benchmark
interest rates. As certain HSBC companies are members of such panels, HSBC has been the subject of regulatory demands for
information and is cooperating with those investigations and reviews.
In May 2014, HSBC received a Statement of Objections from the European Commission (the Commission), alleging anticompetitive practices in connection with the pricing of euro interest rate derivatives. The Statement of Objections sets
out the Commissions preliminary views and does not prejudge the final outcome of its investigation. HSBC responded to
the Commissions Statement of Objections in March 2015, and a hearing before the Commission took place in June 2015. A
decision by the Commission is pending.
In addition, HSBC and other US dollar Libor panel banks have been named as defendants in a number of private lawsuits filed
in the US with respect to the setting of US dollar Libor. The complaints assert claims under various US laws, including US
antitrust and racketeering laws, the US Commodity Exchange Act (CEA), and state law. The lawsuits include individual and
putative class actions, most of which have been transferred and/or consolidated for pre-trial purposes before the United
States District Court for the Southern District of New York (the New York District Court).
In March 2013, the New York District Court overseeing the consolidated proceedings related to US dollar Libor issued a
decision in the six oldest actions, dismissing the plaintiffs federal and state antitrust claims, racketeering claims, and unjust
enrichment claims in their entirety, but allowing certain of their CEA claims that were not barred by the applicable statute of
HSBC HOLDINGS PLC

451

Shareholder Information

London interbank offered rates, European interbank offered rates and other benchmark interest rate investigations
and litigation

Financial Statements

In light of the media attention regarding these matters, it is possible that other tax administration, regulatory or law
enforcement authorities will also initiate or enlarge similar investigations or regulatory proceedings.

Notes on the Financial Statements (continued)


40 Legal proceedings and regulatory matters

limitations to proceed. Some of those plaintiffs appealed the New York District Courts decision to the US Court of Appeals for
the Second Circuit, which later dismissed those appeals as premature. In January 2015, the US Supreme Court reversed the
Court of Appeals decision and remanded the case to the Court of Appeals for consideration on the merits of the plaintiffs
appeal. Oral argument in the Court of Appeals was held in November 2015, and the parties are awaiting a decision.
Other plaintiffs sought to file amended complaints in the New York District Court to assert additional allegations. In June 2014,
the New York District Court issued a decision that, amongst other things, denied the plaintiffs request for leave to amend their
complaints to assert additional theories of Libor manipulation against HSBC and certain non-HSBC banks, but granted leave to
assert such manipulation claims against two other banks; and granted defendants motion to dismiss certain additional claims
under the CEA as barred by the applicable statute of limitations. Proceedings with respect to all other actions in the consolidated
proceedings were stayed pending this decision. The stay was lifted in September 2014, and amended complaints were filed in
certain other individual and class actions thereafter. The defendants filed motions to dismiss, and in August 2015 and
November 2015, the court issued decisions granting the motions in part, although it has not yet entered an order specifying
which particular claims are dismissed against which defendants.
Separately, HSBC and other panel banks have also been named as defendants in two putative class actions filed in the New
York District Court on behalf of persons who transacted in financial instruments allegedly related to the euroyen Tokyo
interbank offered rate (Tibor) and/or Japanese yen Libor. The complaints allege, amongst other things, misconduct related to
euroyen Tibor, although HSBC is not a member of the Japanese Bankers Associations euroyen Tibor panel, as well as Japanese
yen Libor, in violation of US antitrust laws, the CEA, and state law.
The first of the two actions was filed in April 2012, and HSBC responded by filing a motion to dismiss. In March 2014, the New
York District Court dismissed the plaintiffs claims under US antitrust law and state law, but sustained their claims under the
CEA. In June 2014, the plaintiffs then moved for leave to file an amended complaint adding new claims and parties. That
motion was denied in March 2015, except insofar as it granted leave to add certain defendants not affiliated with HSBC and
reserving on the question of whether the California State Teachers Retirement System (CALSTRS) may intervene and be
added as a plaintiff. In October 2015, the New York District Court denied the motion of CALSTRS to intervene. In November
2015, CALSTRS filed an appeal of that ruling to the United States Court of Appeals for the Second Circuit, which remains
pending.
The second action was filed in July 2015. In February 2016, HSBC and the other banks named in the complaint filed a motion to
dismiss the action, and a decision on that motion is pending.
In November 2013, HSBC and other panel banks were also named as defendants in a putative class action filed in the New York
District Court on behalf of persons who transacted in euro futures contracts and other financial instruments allegedly related
to Euribor. The complaint alleges, amongst other things, misconduct related to Euribor in violation of US antitrust laws, the
CEA and state law. The court previously stayed proceedings until May 2015. After the stay expired, the plaintiffs filed an
amended complaint. In October 2015, HSBC filed a motion to dismiss the action, which remains pending.
In September and October 2014, HSBC Bank plc and other panel banks were named as defendants in a number of putative
class actions that were filed and consolidated in the New York District Court on behalf of persons who transacted in interest
rate derivatives or purchased or sold financial instruments that were either tied to US dollar International Swaps and
Derivatives Association fix (ISDAfix) rates or were executed shortly before, during, or after the time of the daily ISDAfix setting
window. The complaint alleges, amongst other things, misconduct related to these activities in violation of US antitrust laws,
the CEA and state law. In February 2015, plaintiffs filed a second consolidated amended complaint replacing HSBC Bank plc
with HSBC Bank USA. A motion to dismiss that complaint was filed in April 2015, and a decision is pending.
There are many factors that may affect the range of possible outcomes, and the resulting financial impact, of these lawsuits.
Based upon the information currently available, it is possible that any liabilities that might arise as a result of the claims in
these actions could be significant.
Foreign exchange rate investigations and litigation
Various regulators and competition and law enforcement authorities around the world, including in the US, the EU, Brazil,
South Korea and elsewhere, are conducting investigations and reviews into trading by HSBC and others on the foreign
exchange markets. HSBC has been cooperating with these ongoing investigations and reviews.
In May 2015, the DoJ resolved its investigations with respect to five non-HSBC financial institutions, four of whom agreed to
plead guilty to criminal charges of conspiring to manipulate prices in the foreign exchange spot market, and resulting in the
imposition of criminal fines in the aggregate of more than $2.5bn. Additional penalties were imposed at the same time by the
FRB and other banking regulators. HSBC was not a party to these resolutions, and investigations into HSBC by the DoJ, FRB and
others around the world continue.
In addition, in late 2013 and early 2014, HSBC Holdings, HSBC Bank plc, HNAH and HSBC Bank USA were named as defendants,
amongst other banks, in various putative class actions filed in the New York District Court. In March 2014, the plaintiffs filed a
consolidated amended complaint alleging, amongst other things, that defendants conspired to manipulate the WM/Reuters
foreign exchange benchmark rates (the Consolidated Action). Separate putative class actions were also brought on behalf of
non-US plaintiffs (the Foreign Actions). Defendants moved to dismiss all actions. In January 2015, the court denied defendants

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452

In addition to the above actions, a putative class action was filed in the New York District Court in June 2015 making similar
allegations on behalf of Employee Retirement Income Security Act of 1974 (ERISA) plan participants, and another complaint
was filed in the US District Court for the Northern District of California in May 2015. HSBC filed a motion to transfer the
California action to New York, which was granted in November 2015.

Strategic Report

motion to dismiss the Consolidated Action, but granted defendants motion to dismiss the Foreign Actions. Five additional
putative class actions were subsequently filed in the New York District Court making similar allegations on behalf of persons
who engaged in foreign exchange futures transactions on a US exchange, and those additional actions were subsequently
consolidated with the Consolidated Action. In July 2015, the plaintiffs in the Consolidated Action filed a further amended
complaint that, amongst other things, added new claims and parties, including HSBC Securities (USA), Inc. In September 2015,
HSBC reached an agreement with plaintiffs to resolve the Consolidated Action, subject to court approval. In December 2015,
the court granted preliminary approval of the settlement, and HSBC made payment of the agreed settlement amount into an
escrow account. The court has not yet set a date for the final approval hearing.

Beginning in July 2014, numerous putative class actions were filed in the US District Courts for the Southern and Eastern
Districts of New York, naming HSBC and other members of The London Silver Market Fixing Ltd as defendants. The complaints
allege that, from January 1999 to the present, defendants conspired to manipulate the price of silver and silver derivatives for
their collective benefit in violation of US antitrust laws, the CEA and New York state law. The actions were subsequently
consolidated in the New York District Court. An amended complaint was filed in April 2015, which defendants moved to
dismiss. A hearing has been scheduled for March 2016.
Between late 2014 and early 2015, numerous putative class actions were filed in the US District Court for the Southern District
of New York, naming HSBC, and other members of The London Platinum and Palladium Fixing Company Limited as defendants.
The complaints allege that, from January 2008 to the present, defendants conspired to manipulate the price of platinum group
metals (PGM) and PGM-based financial products for their collective benefit in violation of US antitrust laws and the CEA. An
amended complaint was filed in August 2015, which defendants moved to dismiss.
Additionally, in December 2015, a putative class action under Canadian law was filed in the Ontario Superior Court of Justice
against various HSBC entities, including HSBC Bank Canada, and other financial institutions. Plaintiffs allege that, from January
2004 to March 2014, defendants conspired to manipulate the price of gold and gold-related investment instruments in
violation of the Canadian Competition Act and common law.
Various regulators and competition and law enforcement authorities, including in the US and the EU, are conducting
investigations and reviews relating to HSBCs precious metals operations. HSBC has been cooperating with these ongoing
investigations. In November 2014, the Antitrust Division and Criminal Fraud Section of the DoJ issued a document request to
HSBC Holdings, seeking the voluntary production of certain documents in connection with a criminal investigation that the DoJ
is conducting of alleged anti-competitive and manipulative conduct in precious metals trading. In January 2016, the Antitrust
Division of the DoJ informed HSBC that it was closing its investigation; however, the Criminal Fraud Sections investigation
remains ongoing.
Based on the facts currently known, it is not practicable at this time for HSBC to predict the resolution of these matters,
including the timing or any possible impact on HSBC, which could be significant.
Credit default swap regulatory investigation and litigation
In July 2013, HSBC received a Statement of Objections from the Commission relating to its ongoing investigation of alleged
anti-competitive activity by a number of banks and other market participants in the credit derivatives market between 2006
and 2009. The Statement of Objections sets out the Commissions preliminary views and does not prejudge the final outcome
of its investigation. HSBC submitted a response and attended a hearing in May 2014. Following the hearing, the Commission
decided in December 2015 to close the case against all 13 banks, including all of the HSBC entities; however, the Commissions
investigation relating to Markit and ISDA is ongoing.

HSBC HOLDINGS PLC

453

Corporate Governance

Beginning in March 2014, numerous putative class actions were filed in the US District Courts for the Southern District of New
York, the District of New Jersey and the Northern District of California, naming HSBC and other members of The London Gold
Market Fixing Limited as defendants. The complaints allege that, from January 2004 to the present, defendants conspired to
manipulate the price of gold and gold derivatives during the afternoon London gold fix for their collective benefit in violation of
US antitrust laws, the CEA and New York state law. The actions were subsequently consolidated in the New York District Court.
An amended complaint was filed in March 2015, which defendants moved to dismiss. A hearing has been scheduled for March
2016.

Financial Statements

Precious metals fix-related litigation and investigations

Shareholder Information

As at 31 December 2015, HSBC has recognised a provision in the amount of $1.2bn. There are many factors that may affect the
range of outcomes, and the resulting financial impact, of these matters. Due to uncertainties and limitations of these
estimates, the ultimate penalties could differ significantly from the amount provided.

Financial Review

In September 2015, two additional putative class actions making similar allegations under Canadian law were issued in Canada
against various HSBC entities, including HSBC Bank Canada, and numerous other financial institutions.

Notes on the Financial Statements (continued)


40 Legal proceedings and regulatory matters / 41 Related party transactions

In addition, HSBC Holdings, HSBC Bank plc and HSBC Bank USA were named as defendants, amongst others, in numerous
putative class actions filed in the New York District Court and the Illinois District Court. These class actions allege that the
defendants, which include ISDA, Markit and several other financial institutions, conspired to restrain trade in violation of US
antitrust laws by, amongst other things, restricting access to credit default swap pricing exchanges and blocking new entrants
into the exchange market. The plaintiffs in these suits purport to represent a class of all persons who purchased credit default
swaps from or sold credit default swaps to defendants primarily in the US.
In October 2013, these cases were consolidated in the New York District Court (the Consolidated Action). In September 2015,
the HSBC defendants reached an agreement with plaintiffs to resolve the Consolidated Action, subject to court approval. In
October 2015, the court granted preliminary approval of the settlement. The final settlement approval hearing is scheduled for
April 2016.
Economic plans: HSBC Bank Brasil S.A.
In the mid-1980s and early 1990s, certain economic plans were introduced by the government of Brazil to reduce escalating
inflation. The implementation of these plans adversely impacted savings account holders, thousands of which consequently
commenced legal proceedings against financial institutions in Brazil, including HSBC Bank Brasil S.A. (HSBC Brazil), alleging,
amongst other things, that savings account balances were adjusted by a different price index than that contractually agreed,
which caused them a loss of income. Certain of these cases have reached the Brazilian Supreme Court. The Supreme Court has
suspended all cases pending before lower courts until it delivers a final judgement on the constitutionality of the changes
resulting from the economic plans. It is anticipated that the outcome of the Supreme Courts final judgement will set a
precedent for all cases pending before the lower courts. Separately, the Brazilian Superior Civil Court is considering matters
relating to, amongst other things, contractual and punitive interest rates to be applied to calculate any loss of income.
There is a high degree of uncertainty as to the terms on which the proceedings in the Supreme Court and Superior Civil Court
will be resolved and the timing of such resolutions, including the amount of losses that HSBC Brazil may be liable to pay in the
event of an unfavourable judgement. Such losses may lie in a range from a relatively insignificant amount to an amount up to
$564m (based on the exchange rate between the USD and the BRL as at 31 December 2015), although the upper end of this
range is considered unlikely.
Regulatory review of consumer enhancement services products
HSBC Finance, through its legacy Cards and Retail Services business, offered or participated in the marketing, distribution, or
servicing of products, such as identity theft protection and credit monitoring products, that were ancillary to the provision of
credit to the consumer. HSBC Finance ceased offering these products by May 2012. The offering and administration of these
and other enhancement services products, such as debt protection products, has been the subject of enforcement actions
against other institutions by regulators, including the Consumer Financial Protection Bureau, the OCC, and the Federal Deposit
Insurance Corporation. Such enforcement actions have resulted in orders to pay restitution to customers and the assessment
of penalties in substantial amounts. We have made restitution to certain customers in connection with certain enhancement
services products, and we continue to cooperate with our regulators in connection with their ongoing review. In light of the
actions that regulators have taken in relation to other non-HSBC credit card issuers regarding their enhancement services
products, one or more regulators may order us to pay additional restitution to customers and/or impose civil money penalties
or other relief arising from the prior offering and administration of such enhancement services products by HSBC Finance;
however, management no longer expects the resulting financial impact to be material.
Fdration Internationale de Football Association (FIFA) related investigations
HSBC has received inquiries from the DoJ regarding its banking relationships with certain individuals and entities that are or
may be associated with FIFA. The DoJ is investigating whether multiple financial institutions, including HSBC, permitted the
processing of suspicious or otherwise improper transactions, or failed to observe applicable AML laws and regulations. HSBC is
cooperating with the DoJs investigation.
Based on the facts currently known, it is not practicable at this time for HSBC to predict the resolution of this matter, including
the timing or any possible impact on HSBC, which could be significant.
Hiring practices investigation
The US Securities and Exchange Commission (the SEC) is investigating multiple financial institutions, including HSBC, in
relation to hiring practices of candidates referred by or related to government officials or employees of state-owned
enterprises in Asia-Pacific. HSBC has received various requests for information and is cooperating with the SECs investigation.
Based on the facts currently known, it is not practicable at this time for HSBC to predict the resolution of this matter, including
the timing or any possible impact on HSBC, which could be significant.

41 Related party transactions


Related parties of the Group and HSBC Holdings include subsidiaries, associates, joint ventures, post-employment benefit plans
for HSBC employees, Key Management Personnel, close family members of Key Management Personnel and entities which are
controlled or jointly controlled by Key Management Personnel or their close family members.

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454

Key Management Personnel are defined as those persons having authority and responsibility for planning, directing and
controlling the activities of HSBC Holdings, being the Directors and Group Managing Directors of HSBC Holdings.
Key Management Personnel
Compensation of Key Management Personnel

Short-term employee benefits


Post-employment benefits
Other long-term employee benefits
Share-based payments
Year ended 31 December

2015
$m

2014
$m

2013
$m

40
1
9
51

41
1
7
54

38
2
10
35

101

103

85

Transactions, arrangements and agreements involving related parties


Particulars of advances (loans and quasi-loans), credits and guarantees entered into by subsidiaries of HSBC Holdings during
2015 with Directors, disclosed pursuant to section 413 of the Companies Act 2006, are shown below:

Advances and credits at 31 December

2015
$m

2014
$m

Financial Review

Strategic Report

Particulars of transactions with related parties, disclosed pursuant to the requirements of IAS 24 Related Party Disclosures,
are tabulated below. The disclosure of the year-end balance and the highest amounts outstanding during the year is considered
to be the most meaningful information to represent the amount of the transactions and the amount of outstanding balances
during the year.

Key Management Personnel1


Advances and credits2
Guarantees3

218
67

411
91

2014
Highest amounts
Balance
outstanding
at 31 December
during year
$m
$m
309
78

347
79

1 Includes Key Management Personnel, close family members of Key Management Personnel and entities which are controlled or jointly controlled
by Key Management Personnel or their close family members.
2 The 2014 year-end balance has been restated from $194m to $309m and the 2014 highest amount outstanding during the year has been restated
from $227m to $347m.
3 The 2014 year-end balance has been restated from nil to $78m and the 2014 highest amount outstanding during the year has been restated from nil
to $79m.

Shareholder Information

Some of the transactions were connected transactions as defined by the Rules Governing The Listing of Securities on The Stock
Exchange of Hong Kong Limited, but were exempt from any disclosure requirements under the provisions of those rules. The
above transactions were made in the ordinary course of business and on substantially the same terms, including interest rates
and security, as for comparable transactions with persons of a similar standing or, where applicable, with other employees.
The transactions did not involve more than the normal risk of repayment or present other unfavourable features.

Financial Statements

2015
Highest amounts
Balance at
outstanding
31 December
during year
$m
$m

Corporate Governance

Transactions and balances during the year with Key Management Personnel

HSBC HOLDINGS PLC

455

Notes on the Financial Statements (continued)


41 Related party transactions / 42 Events after the balance sheet date / 43 HSBCs subsidiaries

Shareholdings, options and other securities of Key Management Personnel


2015
(000s)

2014
(000s)

Number of options held over HSBC Holdings ordinary shares under employee share plans
Number of HSBC Holdings ordinary shares held beneficially and non-beneficially
Number of HSBC Bank 2.875% Notes 2015 due 30 April 2015 held beneficially and non-beneficially

29
18,961

28
17,533
5

At 31 December

18,990

17,566

Associates and joint ventures


The Group provides certain banking and financial services to associates and joint ventures including loans, overdrafts, interest
and non-interest bearing deposits and current accounts. Details of the interests in associates and joint ventures are given in
Note 19.
Transactions and balances during the year with associates and joint ventures
2015
Highest balance
Balance at
during the year
31 December
$m
$m
Amounts due from joint ventures:
unsubordinated
Amounts due from associates:
subordinated
unsubordinated
Amounts due to associates
Guarantees
Commitments

2014
Highest balance
Balance at
during the year
31 December
$m
$m

195

151

205

205

4,209

2,035

58
5,451

4,273

4,404

2,186

5,714

4,478

1,047

92

650

162

905

904

952
17

952

The above outstanding balances arose in the ordinary course of business and on substantially the same terms, including
interest rates and security, as for comparable transactions with third-party counterparties.
Post-employment benefit plans
At 31 December 2015, $4.3bn (2014: $4.5bn) of HSBC post-employment benefit plan assets were under management by HSBC
companies, earning management fees of $8m in 2015 (2014: $12m). At 31 December 2015 HSBCs post-employment benefit
plans had placed deposits of $811m (2014: $223m) with its banking subsidiaries, earning interest payable to the schemes of nil
(2014: $6m). The above outstanding balances arose from the ordinary course of business and on substantially the same terms,
including interest rates and security, as for comparable transactions with third-party counterparties.
HSBC Bank (UK) Pension Scheme enters into swap transactions with HSBC to help manage inflation and interest rate sensitivity
of its liabilities. At 31 December 2015 the gross notional value of these swaps was $13.3bn (2014: $24bn), the swaps had a
positive fair value to the scheme of $0.5bn (2014: $0.9bn positive); and HSBC had delivered collateral of $1.1bn (2014: $2.0bn)
to the scheme in respect of these arrangements. This earned HSBC interest of nil (2014: $5m). All swaps were executed at
prevailing market rates and within standard market bid/offer spreads. Over the year, the scheme reduced its level of swap
transactions with HSBC.
The International Staff Retirement Benefit Scheme enters into swap transactions with HSBC to manage the inflation and
interest rate sensitivity of its liabilities and selected assets. At 31 December 2015, the gross notional value of the swaps was
$1.7bn (2014: $1.9bn) and the swaps had a net negative fair value to the scheme of $96m (2014: $107m negative). All swaps
were executed at prevailing market rates and within standard market bid/offer spreads.

HSBC Holdings
Details of HSBC Holdings subsidiaries are shown in Note 43.

HSBC HOLDINGS PLC

456

Assets
Cash at bank
Derivatives
Loans and advances
Financial investments
Investments in subsidiaries
Total related party assets at 31 December

2014
Highest balance
Balance at
during the year
31 December
$m
$m

620
3,409
47,229
4,427
97,770

242
2,466
44,350
4,285
97,770

436
3,179
55,026
4,073
96,264

249
2,771
43,910
4,073
96,264

153,455

149,113

158,978

147,267

2,892
2,459

2,152
2,277

12,046
1,169

2,892
1,169

1,670
982

891
855

1,743
3,186

1,670
981

8,003

6,175

18,144

6,712

68,333
16

68,333

53,180
1,245

52,023
16

Liabilities
Amounts owed to HSBC undertakings
Derivatives
Subordinated liabilities:
at amortised cost
designated at fair value
Total related party liabilities at 31 December
Guarantees
Commitments

The above outstanding balances arose in the ordinary course of business and on substantially the same terms, including
interest rates and security, as for comparable transactions with third-party counterparties.

Financial Review

2015
Highest balance
Balance at
during the year
31 December
$m
$m

Strategic Report

Transactions and balances during the year with subsidiaries

42 Events after the balance sheet date


A fourth interim dividend for 2015 of $0.21 per ordinary share (a distribution of approximately $4,134m) was declared by the
Directors after 31 December 2015.
These accounts were approved by the Board of Directors on 22 February 2016 and authorised for issue.

43 HSBC Holdings subsidiaries, joint ventures and associates


In accordance with Section 409 of the Companies Act 2006 a list of HSBC Holdings plcs subsidiaries, joint ventures and
associates, the country of incorporation and the effective percentage of equity owned at 31 December 2015 is disclosed
below.
Security

Canada
Canada
Australia
England and Wales
Jersey

AMP Client HSBC Custody Nominee (UK) Limited


Assetfinance December (A) Limited
Assetfinance December (E) Limited
Assetfinance December (F) Limited
Assetfinance December (H) Limited
Assetfinance December (M) Limited
Assetfinance December (P) Limited
Assetfinance December (R) Limited
Assetfinance December (W) Limited
Assetfinance June (A) Limited
Assetfinance June (D) Limited
Assetfinance June (E) Limited
Assetfinance Limited
Assetfinance March (B) Limited
Assetfinance March (D) Limited
Assetfinance March (F) Limited
Assetfinance September (F) Limited
Assetfinance September (G) Limited
B&Q Financial Services Limited

England and Wales


England and Wales
England and Wales
England and Wales
England and Wales
England and Wales
England and Wales
England and Wales
England and Wales
England and Wales
England and Wales
England and Wales
England and Wales
Northern Ireland
England and Wales
England and Wales
England and Wales
England and Wales
England and Wales

C$ Common shares
C$ Common shares
A$0.16667 Ordinary shares
1.00 Ordinary shares
0.0037 Ordinary and 0.0037
Preference shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares

HSBC HOLDINGS PLC

457

Direct (%)

Total (%)
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100

Financial Statements

Country

0866101 B.C. Ltd


0866102 B.C. Ltd
ACN 087 652 113 Pty Limited
Albouys Nominees Limited
Allblack Investments Limited

Shareholder Information

Subsidiaries

Corporate Governance

Some employees of HSBC Holdings are members of the HSBC Bank (UK) Pension Scheme, which is sponsored by a separate
Group company. HSBC Holdings incurs a charge for these employees equal to the contributions paid into the scheme on their
behalf. Disclosure in relation to the scheme is made in Note 6.

Notes on the Financial Statements (continued)


43 HSBC Holdings subsidiaries, joint ventures and associates

Subsidiaries (continued)

Country

Security

Banco Losango S.A Banco Multiplo


Banco Nominees (Guernsey) Limited
Banco Nominees 2 (Guernsey) Limited
Banco Nominees Limited
Bank of Bermuda (Cayman) Limited
Bank of Bermuda (Insurance Brokers) Limited
Beijing Miyun HSBC Rural Bank Company Limited
Beneficial Commercial Holding Corporation
Beneficial Company LLC

Brazil
Guernsey
Guernsey
Bermuda
Cayman Islands
Bermuda
China
United States
United States

Beneficial Consumer Discount Company


Beneficial Direct, Inc.
Beneficial Financial I Inc.
Beneficial Florida Inc.
Beneficial Kentucky Inc.
Beneficial Loan & Thrift Co.
Beneficial Louisiana Inc.
Beneficial Maine Inc.
Beneficial Management Corporation of America
Beneficial Massachusetts Inc.
Beneficial Michigan Inc.
Beneficial Mortgage Corporation
Beneficial New Hampshire Inc.
Beneficial New York Inc.
Beneficial Oregon Inc.
Beneficial Rhode Island Inc.
Beneficial South Dakota Inc.
Beneficial Tennessee Inc.
Beneficial West Virginia, Inc.
Beneficial Wyoming Inc.
BerCay Holdings Limited
Bermuda Asia Pacific Holdings Limited
Bermuda International Securities Limited
Bermuda Trust (St Helier) Limited
Bermuda Trust Company Limited
Bermuda Trust Executors (Jersey) Limited
BFC Insurance Agency of Nevada
Billingsgate City Securities Public Limited Company
Billingsgate Nominees Limited
Cabot Park Holdings, Inc.
Cal-Pacific Services, Inc.
Canada Crescent Nominees (UK) Limited
Canada Square Nominees (UK) Limited
Canada Square Property Participations Limited
Canada Water Nominees (UK) Limited
Capco/Cove, Inc.
Capital Financial Services Inc.
Card-Flo #1, Inc.
Card-Flo #3, Inc.
Castlewood Limited
Cayman International Finance Limited
Cayman Nominees Limited
CBS/Holdings, Inc.
CC&H Holdings LLC

United States
United States
United States
United States
United States
United States
United States
United States
United States
United States
United States
United States
United States
United States
United States
United States
United States
United States
United States
United States
Cayman Islands
Cook Islands
Bermuda
Jersey
Bermuda
Jersey
United States
England and Wales
England and Wales
United States
United States
England and Wales
England and Wales
England and Wales
England and Wales
United States
United States
United States
United States
Cook Islands
Cayman Islands
Cayman Islands
United States
United States

CCF & Partners Asset Management Limited


CCF Charterhouse GmbH
CCF Charterhouse GmbH & Co Asset Leasing KG

England and Wales


Germany
Germany

Charterhouse Administrators (D.T.) Limited


Charterhouse Development Limited
Charterhouse Finance Corporation Limited
Charterhouse Management Services Limited
Charterhouse Pensions Limited
Chemi and Cotex Industries Limited
Chongqing Dazu HSBC Rural Bank Company Limited
Chongqing Fengdu HSBC Rural Bank Company Limited
Chongqing Rongchang HSBC Rural Bank Company Limited
CL Residential Limited
Compass Nominees Limited
Compass Services Limited
Cordico Management AG
Corhold Limited
Credival Participacoes Administracao e Assessoria Ltda
Crewfleet Limited
Dalian Pulandian HSBC Rural Bank Company Limited

England and Wales


England and Wales
Scotland
England and Wales
England and Wales
Tanzania, United Rep. of
China
China
China
England and Wales
Bermuda
Bermuda
Switzerland
Virgin Islands, British
Brazil
England and Wales
China

BRL Ordinary shares


1.00 Ordinary shares
1.00 Ordinary shares
BMD2.40 Ordinary shares
$1.00 Ordinary shares
BMD1.00 Common shares
CNY1.00 Registered Capital shares
$100.00 Common shares
Limited liability company
no shares
$100.00 Common shares
$100.00 Ordinary shares
$1.00 Common shares
$100.00 Common shares
$100.00 Common shares
$25.00 Common shares
$100.00 Common shares
$100.00 Common shares
$10.00 Common shares
$100.00 Common shares
$ Common shares
$100.00 Common shares
$100.00 Common shares
$100.00 Common shares
$100.00 Common shares
$100.00 Common shares
$ Common shares
$100.00 Common shares
$1.00 Common shares
$100.00 Common shares
$20.00 Ordinary shares
$1.00 Ordinary shares
BMD1.00 Ordinary shares
$1.00 Ordinary shares
BMD1.00 Common shares
1.00 Shares
$ Ordinary shares
0.01 Ordinary shares
1.00 Issued shares
$1.00 Common shares
$100.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
$1.00 Common shares
$1.00 Common shares
$1.00 Common shares
$0.01 Common shares
$ Ordinary shares
$1.20 Ordinary shares
KYD2.00 Ordinary shares
$1.00 Common shares
Limited liability company
no shares
1.00 Ordinary shares
1.00 Actions shares
Limited partnership
no shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
TZS1.00 Ordinary shares
CNY1.00 Registered Capital shares
CNY1.00 Registered Capital shares
CNY1.00 Registered Capital shares
1.00 Ordinary shares
BMD1.00 Common shares
$1.00 Ordinary shares
CHF1,000.00 Ordinary shares
$1.00 Bearer shares
BRL0.01 Quota shares
1.00 Ordinary shares
CNY1.00 Registered Capital shares

HSBC HOLDINGS PLC

458

Direct (%)

Total (%)
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100

Finanpar 2
Finanpar 7
First Corporate Director Inc.
First Direct Investments (UK) Limited
Flandres Contentieux S.A.
Foncire Elyses
Forward Trust Rail Services Limited
F-Street Holdings, Inc.
Fujian Yongan HSBC Rural Bank Company Limited
Fundo de Investimento Multimercado Credito Privado Investimento
no Exterior Orion1
Fundo de Investimento Multimercado Credito Privado Sirius1
Fundo de Investimento Multimercado Investimento no Exterior Tellus1

France
France
Virgin Islands, British
England and Wales
France
France
England and Wales
United States
China
Brazil

G.M. Gilt-Edged Nominees Limited


Gesellschaft fur Industrielle Beteiligungen und Finanzierung mbH
Giller Ltd.
GPIF-I Equity Co., Ltd.1

England and Wales


Germany
United States
Cayman Islands

GPIF-I Finance Co., Ltd.1

Cayman Islands

Griffin International Limited


Grundstuecksgesellschaft Trinkausstrasse Kommanditgesellschaft
Grupo Financiero HSBC, S. A. de C. V.
Guangdong Enping HSBC Rural Bank Company Limited
GWML Holdings, Inc.
GZ Trust Corporation
HBL Nominees Limited
HDSAP GP Limited
Henderson Limited
HFC Bank Limited

England and Wales


Germany
Mexico
China
United States
Virgin Islands, British
England and Wales
Guernsey
Cook Islands
England and Wales

HFC Commercial Realty, Inc.


HFC Company LLC

United States
United States

HFC Leasing Inc.


High Meadow Management, Inc.
Hilaga Investments Limited
HITG Administration GmbH
HITG, Inc.
Honey Green Enterprises Ltd.
Hongkong International Trade Finance (Holdings) Limited

United States
United States
England and Wales
Germany
United States
Virgin Islands, British
England and Wales

Hongkong International Trade Finance (U.S.A.) Inc.


Household Capital Markets LLC

United States
United States

Household Commercial Financial Services, Inc.


Household Finance Consumer Discount Company
Household Finance Corporation II
Household Finance Corporation III
Household Finance Corporation of Alabama
Household Finance Corporation of California
Household Finance Corporation of Nevada
Household Finance Corporation of West Virginia
Household Finance Industrial Loan Company of Iowa
Household Finance Realty Corporation of Nevada
Household Finance Realty Corporation of New York

United States
United States
United States
United States
United States
United States
United States
United States
United States
United States
United States

Brazil
Brazil

HSBC HOLDINGS PLC

459

Total (%)
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100

Strategic Report

France
France
France
France
France
United States
United States
Germany
France
Guernsey
England and Wales
England and Wales
England and Wales
Guernsey
Virgin Islands, British
Panama
France
France
Cayman Islands

Direct (%)

Financial Review

Dem 25
Dem 5
Dem 9
Dempar 1
Dempar 4
Eagle Rock Holdings, Inc.
Ellenville Holdings, Inc.
Elysees GmbH
Elyses Immo Invest
Emerging Growth Real Estate II GP Limited
EMTT Limited
Endeavour Personal Finance Limited
Equator Holdings Limited
Eton Corporate Services Limited
Eton Management Ltd
Far East Leasing SA
Fdm 5 SAS
Fdm 6 SAS
FEPC Leasing Ltd.

Limited liability company


no shares
1.00 Actions shares
16.00 Actions shares
8.50 Actions shares
Actions shares no par value
Actions shares no par value
$1.00 Common shares
$1.00 Common shares
Ordinary shares
16.00 Actions shares
Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
$1.00 Ordinary shares
$1.00 Ordinary shares
$1.00 Ordinary shares
$1,000.00 Ordinary shares
10.00 Actions shares
10.00 Actions shares
$0.001 Ordinary and $0.001
Preference shares
Actions shares no par value
Actions shares no par value
$1.00 Ordinary shares
1.00 Ordinary shares
0.16 Actions shares
77.00 Actions shares
0.1 Ordinary shares
$1.00 Common shares
CNY1.00 Registered Capital shares
BRL1.14267 Redeemable
Preference shares
BRL Ordinary shares
BRL1.07374 Redeemable
Preference shares
1.00 Ordinary shares
1.00 Common shares
$1.00 Common shares
KYD0.001 Liquidating Share Class
shares
$0.001 Liquidating Share Class
shares
1.00 Ordinary shares
DEM1.00 Common shares
MXN2.00 Ordinary shares
CNY1.00 Registered Capital shares
$1.00 Common shares
$1.00 Ordinary shares
1.00 Ordinary shares
Ordinary shares
$1.00 Ordinary shares
1.00 Ordinary and 1.00
Ordinary-A shares
$100.00 Common shares
Limited liability company
no shares
$100.00 Ordinary shares
$1.00 Common shares
1.00 Issued shares
25,000.00 Ordinary shares
$1.00 Common shares
$1.00 Ordinary shares
1.00 Ordinary 'A' and 1.00
Ordinary 'B' shares
$1.00 Common shares
Limited liability company
no shares
$100.00 Ordinary shares
$100.00 Common shares
$100.00 Common shares
$100.00 Common shares
$100.00 Common shares
$100.00 Common shares
$100.00 Common shares
$100.00 Common shares
$100.00 Common shares
$100.00 Common shares
$100.00 Ordinary shares

100

100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100

Corporate Governance

Security

United States

Financial Statements

Country

Decision One Mortgage Company, LLC

100
100
100
100
100
100
100
100
100
100
100
100
100

Shareholder Information

Subsidiaries (continued)

Notes on the Financial Statements (continued)


43 HSBC Holdings subsidiaries, joint ventures and associates

Subsidiaries (continued)

Country

Security

Household Financial Center Inc.


Household Industrial Finance Company
Household Industrial Loan Company of Kentucky
Household Insurance Group Holding Company
Household International Europe Limited

United States
United States
United States
United States
England and Wales

Household Pooling Corporation


Household Realty Corporation
HPUT A Limited
HPUT B Limited
HRMG Nominees Limited
HSBC (BGF) Investments Limited
HSBC (Brasil) Administradora de Consorcio Ltda.
HSBC (General Partner) Limited
HSBC (Kuala Lumpur) Nominees Sdn Bhd
HSBC (Malaysia) Trustee Berhad
HSBC (Singapore) Nominees Pte Ltd
HSBC Administracao de Servicos para Fundos de Pensao (Brasil) Ltda
HSBC Administradora de Inversiones S.A.
HSBC AFS (USA) LLC

United States
United States
England and Wales
England and Wales
Guernsey
England and Wales
Brazil
Jersey
Malaysia
Malaysia
Singapore
Brazil
Argentina
United States

HSBC Agency (India) Private Limited


HSBC Alpha Funding (UK) Holdings

India
Cayman Islands

HSBC Alternative Investments Limited


HSBC Amanah Malaysia Berhad
HSBC Americas Corporation (Delaware)
HSBC Argentina Holdings S.A.
HSBC Asia Holdings (UK) Limited
HSBC Asia Holdings B.V.

England and Wales


Malaysia
United States
Argentina
England and Wales
Netherlands

HSBC Asia Pacific Holdings (UK) Limited

England and Wales

HSBC Asset Finance (UK) Limited


HSBC Asset Finance Holdings Limited
HSBC Asset Finance M.O.G. Holdings (UK) Limited
HSBC Asset Management (India) Private Limited
HSBC Assistencia Previdenciaria
HSBC Assurances Vie (France)
HSBC Australia Holdings Pty Limited

England and Wales


England and Wales
England and Wales
India
Brazil
France
Australia

HSBC Bank (Chile)


HSBC Bank (China) Company Limited
HSBC Bank (General Partner) Limited
HSBC Bank (RR) (Limited Liability Company)

Chile
China
Jersey
Russian Federation

HSBC Bank (Singapore) Limited


HSBC Bank (Taiwan) Limited
HSBC Bank (Uruguay) S.A.
HSBC Bank (Vietnam) Ltd.
HSBC Bank A.S.

Singapore
Taiwan
Uruguay
Vietnam
Turkey

HSBC Bank Australia Limited


HSBC Bank Bermuda Limited
HSBC Bank Brasil S.A. - Banco Multiplo
HSBC Bank Canada

Australia
Bermuda
Brazil
Canada

$100.00 Common shares


$25.00 Common shares
$100.00 Common shares
$1.00 Ordinary shares
1 Ordinary, 1 Red Vot
Preference & 1 Red Vot shares
$1.00 Common shares
$100.00 Common shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
BRL Ordinary shares
1.00 Ordinary shares
RM10.00 Ordinary shares
RM10.00 Ordinary shares
SGD Ordinary shares
BRL0.01 and BRL1.00 Quota shares
ARS Ordinary shares
Limited liability company
no shares
INR1,000,000.00 Ordinary shares
$0.001 Limited and Unlimited.
Liability shares
1.00 Ordinary shares
RM0.50 Ordinary shares
$1.00 Common shares
ARS1.00 Ordinary shares
$1.00 Ordinary shares
1,000 A, B, C, D, E, F. G & H
Preference shares
50.00 Ordinary shares
1.00 Ordinary and $100.00 Red
Preference shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
INR10.00 Equity shares
BRL0.01 Quota shares
287.50 Actions shares
A$ Ordinary and A$ Preference
shares
CLP Ordinary shares
CNY1.00 Registered Capital shares
1.00 Ordinary shares
Russian limited liability company
shares NPV
SGD Ordinary shares
TWD10.00 Ordinary shares
UYU1.00 Ordinary shares
VND1.00 Ordinary shares
TRL1.00 A and TRL1.00B Common
shares
A$ Ordinary shares
BMD1.00 Common shares
BRL Ordinary shares
C$ Common and Class 1 Preferred
Shares
Limited partnership
no shares
Limited partnership
no shares
1.00 Ordinary shares
RM0.50 Ordinary shares
$1 Ordinary and $1 Cum Red
Preference shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary and Preference
Ordinary shares
$0.01 Third Dollar and Series 2
Preference shares
PLN1.00 Ordinary and PLN1.00
Preference shares
$100 Common and $0.01
Preference shares
1.00 Ordinary shares
BRL Ordinary shares
BRL Ordinary shares

HSBC Bank Capital Funding (Sterling 1) LP1

Jersey

Jersey

HSBC Bank Capital Funding (Sterling 2) LP


HSBC Bank International Limited
HSBC Bank Malaysia Berhad
HSBC Bank Middle East Limited

Jersey
Malaysia
Jersey

HSBC Bank Nominee (Jersey) Limited


HSBC Bank Pension Trust (UK) Limited
HSBC Bank plc

Jersey
England and Wales
England and Wales

HSBC Bank Polska S.A.

Poland

HSBC Bank USA, National Association

United States

HSBC Branch Nominee (UK) Limited


HSBC Brasil Holding S.A.
HSBC Brasil S.A. Banco de Investmento

England and Wales


Brazil
Brazil

HSBC HOLDINGS PLC

460

Direct (%)

Total (%)
100
100
100
100
100

100

100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100

100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100

100

100
100
100

100
100
100
100
100

HSBC Cayman Services Limited


HSBC City Funding Holdings
HSBC Client Holdings Nominee (UK) Limited
HSBC Client Share Offer Nominee (UK) Limited
HSBC Columbia Funding, LLC

Cayman Islands
England and Wales
England and Wales
England and Wales
United States

HSBC Consumer Lending (USA) Inc.


HSBC Corporate Advisory (Malaysia) Sdn Bhd
HSBC Corporate Finance (Hong Kong) Limited
HSBC Corporate Trustee Company (UK) Limited
HSBC Credit Center, Inc.
HSBC Custody Nominees (Australia) Limited
HSBC Custody Services (Guernsey) Limited
HSBC Daisy Investments (Mauritius) Limited
HSBC Diamond (USA) LP

United States
Malaysia
Hong Kong
England and Wales
United States
Australia
Guernsey
Mauritius
United States

HSBC Electronic Data Processing (Guangdong) Limited


HSBC Electronic Data Processing (Malaysia) Sdn Bhd
HSBC Electronic Data Processing (Philippines), Inc.

China
Malaysia
Philippines

HSBC Electronic Data Processing India Private Limited


HSBC Electronic Data Processing Lanka (Private) Limited
HSBC Electronic Data Service Delivery (Egypt) S.A.E.
HSBC Enterprise Investment Company (UK) Limited
HSBC Epargne Entreprise (France)
HSBC Equator (UK) Limited

India
Sri Lanka
Egypt
England and Wales
France
England and Wales

HSBC Equipment Finance (UK) Limited


HSBC Equities (Luxembourg) S.a r.l.
HSBC Equity (UK) Limited
HSBC Europe B.V.

England and Wales


Luxembourg
England and Wales
Netherlands

HSBC European Clients Depositary Receipts Nominee (UK) Limited


HSBC Executor & Trustee Company (UK) Limited
HSBC Factoring (France)
HSBC Finance (Brunei) Berhad
HSBC Finance (Netherlands)

England and Wales


England and Wales
France
Brunei Darussalam
England and Wales

HSBC Finance Corporation


HSBC Finance Holdings (Australia) Pty Limited
HSBC Finance Limited
HSBC Finance Mortgages Inc.
HSBC Finance Transformation (UK) Limited
HSBC Financial Services (Middle East) Limited
HSBC Fondo 1, S.A. de C.V., Sociedad de Inversion de Renta Variable1
HSBC Fondo 3, S.A. de C.V., Sociedad de Inversion de Renta Variable1
HSBC Fondo 4, S.A. de C.V., Sociedad de Inversion de Renta Variable1
HSBC Fondo 5, S.A. de C.V., Sociedad de Inversion de Renta Variable1
HSBC Fondo 6, S.A. de C.V., Sociedad de Inversion de Renta Variable1
HSBC Fondo Global 1, S.A. de C.V., Sociedad de Inversion de Renta Variable1
HSBC Fund Administration (Jersey) Limited
HSBC Funding (UK) Holdings
HSBC Funds Nominee (Jersey) Limited
HSBC Germany Holdings GmbH
HSBC Gestao de Recursos Ltda
HSBC Global Asset Management (Bermuda) Limited

United States
Australia
England and Wales
Canada
United Arab Emirates
Mexico
Mexico
Mexico
Mexico
Mexico
Mexico
Jersey
England and Wales
Jersey
Germany
Brazil
Bermuda

HSBC Global Asset Management (Canada) Limited


HSBC Global Asset Management (Deutschland) GmbH
HSBC Global Asset Management (France)

Canada
Germany
France

HSBC HOLDINGS PLC

461

Total (%)
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100

Strategic Report

Hong Kong
Hong Kong
Hong Kong
Hong Kong
Hong Kong
England and Wales
Canada
United States
Jersey
Jersey
Jersey
Hong Kong
Canada
United States
Mexico

Direct (%)

Financial Review

HSBC Broking Futures (Hong Kong) Limited


HSBC Broking Nominees (Asia) Limited
HSBC Broking Securities (Asia) Limited
HSBC Broking Securities (Hong Kong) Limited
HSBC Broking Services (Asia) Limited
HSBC Canada Holdings (UK) Limited
HSBC Capital (Canada) Inc.
HSBC Capital (USA), Inc.
HSBC Capital Funding (Dollar 1) L.P.
HSBC Capital Funding (Euro 3) L.P.
HSBC Capital Funding (Sterling 1) L.P.
HSBC Capital Limited
HSBC Capital Services Inc.
HSBC Card Services Inc.
HSBC Casa de Bolsa, S.A. de C.V., Grupo Financiero HSBC

HK$10.00 Ordinary shares


HK$10.00 Ordinary and $2.00
Deferred shares
HK$10.00 Ordinary shares
HK$10.00 Ordinary shares
HK$10.00 Ordinary shares
HK$10.00 Ordinary shares
HK$10.00 Ordinary shares
$1.00 Ordinary shares
C$ Common shares
$1.00 Common shares
Limited partnership no shares
Limited partnership no shares
Limited partnership no shares
HK$10.00 Ordinary shares
C$ Common shares
$100.00 Common shares
MXN Share Class 1 and Class 2
shares
$1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
Limited liability company
no shares
$1.00 Common shares
RM1.00 Ordinary shares
HK$10.00 Ordinary shares
1.00 Ordinary shares
$1,000.00 Common shares
AUD1.00 Ordinary shares
1.00 Ordinary shares
$10.00 Ordinary shares
Limited partnership
no shares
HK$1.00 Registered Capital shares
RM1.00 Ordinary shares
PHP100.00 Ordinary and
Red Preference shares
INR100.00 Equity shares
LKR10.00 Ordinary shares
EGP1.00 Ordinary shares
1.00 Ordinary shares
16.00 Actions shares
$1.00 Ordinary and 1.00
Non-Vot Def shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
50.00 Ordinary and 50.00
Preference A & C shares
1.00 Ordinary shares
1.00 Ordinary (0.40 paid) shares
16.00 Actions shares
BND1,000.00 Ordinary shares
1.00 Ordinary shares and 1.00
Ordinary Red shares
$0.01 Common shares
A$1.00 Ordinary shares
1.00 Ordinary shares
C$ Common shares
1.00 Ordinary shares
AED1,000.00 Ordinary shares
MXN1.00 Series A shares
MXN1.00 Series A shares
MXN1.00 Series A shares
MXN1.00 Series A shares
MXN1.00 Series A shares
MXN1.00 Series A shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Common shares
BRL1.00 Quota shares
BMD1.00 Common and BMD1.00
Preference shares
C$ Common shares
1.00 Common shares
16.00 Actions shares

Corporate Governance

Security

Hong Kong
Hong Kong

100
100
100
100

100

100

100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100

Financial Statements

Country

HSBC Broking Forex (Asia) Limited


HSBC Broking Futures (Asia) Limited

Shareholder Information

Subsidiaries (continued)

Notes on the Financial Statements (continued)


43 HSBC Holdings subsidiaries, joint ventures and associates

Subsidiaries (continued)

Country

Security

HSBC Global Asset Management (Hong Kong) Limited


HSBC Global Asset Management (International) Limited
HSBC Global Asset Management (Japan) K. K.
HSBC Global Asset Management (Mexico), S.A. de C.V., Grupo Financiero HSBC
HSBC Global Asset Management (Oesterreich) GmbH
HSBC Global Asset Management (Singapore) Limited
HSBC GLOBAL ASSET MANAGEMENT (Switzerland) AG
HSBC Global Asset Management (Taiwan) Limited
HSBC Global Asset Management (UK) Limited
HSBC Global Asset Management (USA) Inc.
HSBC Global Asset Management Holdings (Bahamas) Limited
HSBC Global Asset Management Limited
HSBC Global Custody Nominee (UK) Limited
HSBC Global Custody Proprietary Nominee (UK) Limited
HSBC Global Services (UK) Limited
HSBC Global Services Limited
HSBC Global Shared Services (India) Private Limited
HSBC Group Management Services Limited
HSBC Group Nominees UK Limited
HSBC Guyerzeller Trust Company
HSBC Holdings B.V.

Hong Kong
Jersey
Japan
Mexico
Austria
Singapore
Switzerland
Taiwan
England and Wales
United States
Bahamas
England and Wales
England and Wales
England and Wales
England and Wales
England and Wales
India
England and Wales
England and Wales
Cayman Islands
Netherlands

HSBC Home Equity Loan Corporation I


HSBC Home Equity Loan Corporation II
HSBC IM Pension Trust Limited
HSBC Infrastructure Limited
HSBC INKA Investment-AG TGV
HSBC Institutional Trust Services (Asia) Limited
HSBC Institutional Trust Services (Bermuda) Limited
HSBC Institutional Trust Services (Ireland) Limited
HSBC Institutional Trust Services (Mauritius) Limited
HSBC Institutional Trust Services (Singapore) Limited
HSBC Insurance (Asia) Limited
HSBC Insurance (Asia-Pacific) Holdings Limited

United States
United States
England and Wales
England and Wales
Germany
Hong Kong
Bermuda
Ireland
Mauritius
Singapore
Hong Kong
Hong Kong

HSBC Insurance (Bermuda) Limited


HSBC Insurance (Singapore) Pte. Limited
HSBC Insurance Agency (USA) Inc.
HSBC Insurance Brokers (Philippines) Inc
HSBC Insurance Brokers (Taiwan) Limited
HSBC Insurance Holdings Limited
HSBC Insurance Services Holdings Limited
HSBC Intermediate Leasing (UK) Limited
HSBC International Finance Corporation (Delaware)
HSBC International Financial Services (UK) Limited

Bermuda
Singapore
United States
Philippines
Taiwan
England and Wales
England and Wales
England and Wales
United States
England and Wales

HSBC International Holdings (Jersey) Limited


HSBC International Nominees Limited
HSBC International Trade Finance Limited
HSBC International Trustee (BVI) Limited

Jersey
Virgin Islands, British
England and Wales
Virgin Islands, British

HSBC International Trustee (Holdings) Pte. Limited1


HSBC International Trustee Limited
HSBC Inversiones S.A.
HSBC Inversiones y Servicios Financieros Limitada
HSBC InvestDirect Financial Services (India) Limited
HSBC InvestDirect Securities (India) Private Limited
HSBC Investment Asia Holdings Limited
HSBC Investment Bank Holdings B.V.
HSBC Investment Bank Holdings Limited
HSBC Investment Funds (Canada) Inc.

Singapore
Virgin Islands, British
Chile
Chile
India
India
Hong Kong
Netherlands
England and Wales
Canada

HSBC Investment Funds (Hong Kong) Limited


HSBC Investment Funds (Luxembourg) SA
HSBC Investment Holdings (Guernsey) Limited
HSBC Investment Services (Africa) (Pty) Limited
HSBC Investments (Bahamas) Limited
HSBC Investments (North America) Inc.
HSBC Invoice Finance (UK) Limited
HSBC Issuer Services Common Depositary Nominee (UK) Limited
HSBC Issuer Services Depositary Nominee (UK) Limited
HSBC Jade Limited Partnership

Hong Kong
Luxembourg
Guernsey
South Africa
Bahamas
United States
England and Wales
England and Wales
England and Wales
United States

HK$100.00 Ordinary shares


1.00 Ordinary shares
JPY Ordinary shares
MXN1,000.00 Ordinary shares
1.00 GmbH Anteil shares
SGD Ordinary shares
CHF10.00 Actions shares
TWD10.00 Ordinary shares
0.25 Ordinary shares
$1.00 Common shares
$1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
$1.00 Ordinary shares
INR10.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
$1.00 Ordinary shares
453.78 Ordinary and Preference
C, D, E, H & I shares
$1.00 Common shares
$100.00 Common shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Stckaktien shares
HK$100.00 Ordinary shares
BMD1.00 Common shares
$1.00 Ordinary shares
$1.00 Ordinary shares
SGD Ordinary shares
HK$1,000.00 Ordinary shares
HK$10.00 Ordinary & Cum Red
Class A Preference shares
HK$10.00 Cum Red Class B and C
Preference shares
HK$10.00 Cum Red Class D and E
Preference shares
HK$10.00 Cum Red Class F and G
Preference shares
$1.96345 Ordinary shares
SGD Ordinary NPV shares
$1.00 Common shares
PHP1.00 Ordinary shares
TWD10.00 Ordinary shares
1.00 Ordinary shares
0.10 Ordinary shares
1,000.00 Issued shares
$1.000.00 Common shares
1.00 'A', 'B', 'C' and 1.00 Non-Vot
Red shares
1.00 Ordinary shares
$1.00 Ordinary shares
1.00 Ordinary shares
$0.01 Class A Non-Voting shares
$6,000.00 Non-Part Voting shares
SGD Ordinary shares
$1.00 Ordinary shares
CLP402.14 Ordinary shares
CLP Ordinary shares
INR10.00 Ordinary shares
INR10.00 Ordinary shares
HK$10.00 Ordinary shares
50.00 Ordinary shares
1.00 Ordinary shares
C$ Common and C$ Red
Preference shares
HK$10.00 Ordinary shares
1.00 Ordinary shares
$1.00 Ordinary shares
ZAR1.00 Ordinary shares
BSD100.00 Ordinary shares
$1.00 Common shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
Limited partnership no shares

HSBC HOLDINGS PLC

462

Direct (%)

100

100

Total (%)
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100

100

100
100
100
100
100
100
100
100
100
100
100
100
100
100

100

100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100

HSBC London Holdings Limited


HSBC LU Nominees Limited
HSBC Management (Guernsey) Limited
HSBC Markets (NY) Inc.
HSBC Markets (USA) Inc.
HSBC Marking Name Nominee (UK) Limited
HSBC Middle East Holdings B.V.

England and Wales


England and Wales
Guernsey
United States
United States
England and Wales
Netherlands

HSBC Middle East Leasing Partnership


HSBC Mortgage Corporation (Canada)

United Arab Emirates


Canada

HSBC Mortgage Corporation (USA)


HSBC Mortgage Services Inc.
HSBC Nominees (Asing) Sdn Bhd
HSBC Nominees (Hong Kong) Limited
HSBC Nominees (New Zealand) Limited
HSBC Nominees (Tempatan) Sdn Bhd
HSBC North America Holdings Inc.

United States
United States
Malaysia
Hong Kong
New Zealand
Malaysia
United States

HSBC North America Inc.


HSBC Odeme Sistemleri Bilgisayar Teknolojileri Basin Yayin Ve
Musteri Hizmetleri
HSBC Overseas Holdings (UK) Limited
HSBC Overseas Investments (UK) Limited
HSBC Overseas Investments Corporation (New York)
HSBC Overseas Nominee (UK) Limited
HSBC Participaciones (Argentina) S.A.
HSBC Participacoes e Investimentos Ltda
HSBC PB Corporate Services 1 Limited
HSBC PB Corporate Services 2 Limited
HSBC PB Services (Suisse) SA
HSBC Pension Trust (Ireland) Limited
HSBC Pensiones, S.A.
HSBC Pensions (Jersey) Limited
HSBC PH Investments (UK) Limited
HSBC PI Holdings (Mauritius) Limited
HSBC Portfoy Yonetimi A.S.
HSBC Preferential LP (UK)
HSBC Private Bank (C.I.) Limited
HSBC Private Bank (Luxembourg) S.A.
HSBC Private Bank (Monaco) SA
HSBC Private Bank (Suisse) SA
HSBC Private Bank (UK) Limited
HSBC Private Bank International
HSBC Private Banking Holdings (Suisse) SA
HSBC Private Banking Nominee 1 (Jersey) Limited
HSBC Private Banking Nominee 2 (Jersey) Limited
HSBC Private Banking Nominee 3 (Jersey) Limited
HSBC Private Equity Advisors LLC

United States
Turkey
England and Wales
England and Wales
United States
England and Wales
Argentina
Brazil
Jersey
Jersey
Switzerland
Ireland
Mexico
Jersey
England and Wales
Mauritius
Turkey
England and Wales
Guernsey
Luxembourg
Monaco
Switzerland
England and Wales
United States
Switzerland
Jersey
Jersey
Jersey
United States

HSBC Private Equity Investments (UK) Limited


HSBC Private Trustee (Hong Kong) Limited
HSBC Private Wealth Services (Canada) Inc.

England and Wales


Hong Kong
Canada

HSBC Procyon Fund Ltd

Cayman Islands

HSBC Professional Services (India) Private Limited


HSBC Property (UK) Limited
HSBC Property Funds (Holding) Limited
HSBC Property Funds Investment Limited
HSBC Property Investments Limited
HSBC Provident Fund Trustee (Hong Kong) Limited
HSBC QUEST Trustee (UK) Limited
HSBC Rail (UK) Limited
HSBC Real Estate Leasing (France)
HSBC Realty Credit Corporation (USA)

India
England and Wales
England and Wales
England and Wales
England and Wales
Hong Kong
England and Wales
England and Wales
France
United States

HSBC REIM (France)

France

HSBC HOLDINGS PLC

463

1.00 Ordinary shares


1.00 Ordinary shares
$0.01 Common shares
1.00 Ordinary shares
ARS1.00 Ordinary shares
BRL0.01 Quota shares
1.00 Ordinary shares
1.00 Ordinary shares
CHF1,000.00 Ordinary shares
1.26974 Ordinary shares
MXN Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
$1.00 Ordinary shares
TRL1.00 A Common shares
1.00 Ordinary shares
$1.00 Ordinary shares
1,000.00 Ordinary shares
155.00 Actions shares
CHF1,000.00 Ordinary shares
10.00 Issued shares
$1,000.00 Common shares
CHF1,000.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
Limited liability company
no shares
1.00 Issued shares
HK$10.00 Ordinary shares
C$ Common and C$ Preference
shares
BRL2,618.38127 Red Preference
shares
INR10.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
HK$10.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
15.24 Actions shares
$1.00 Common & $500 Preferred
shares
92.00 Actions shares

Total (%)
100

100

100
100
100
100
100
100
100

100

100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100

Strategic Report

England and Wales


Hong Kong
France
Bermuda
England and Wales
England and Wales
United States

Direct (%)

Financial Review

HSBC Latin America Holdings (UK) Limited


HSBC Leasing (Asia) Limited
HSBC Leasing (France)
HSBC Life (International) Limited
HSBC Life (UK) Limited
HSBC Lodge Funding (UK) Holdings
HSBC Logan Holdings USA, LLC

Ordinary 500 Cl-A 250


Cl-B 50 Cl-C shares
1.00 Ordinary shares
HK$100.00 Ordinary shares
9.57 Actions shares
HK$1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
Limited liability company
no shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
$4.00 Common shares
$1.00 Common shares
1.00 Ordinary shares
500 Ordinary & 1,000
Preference Class A shares
Partnership - no shares
C$ Common & Class A Preferred
Shares
$1.00 Common shares
$100.00 Common shares
RM1.00 Ordinary shares
HK$10.00 Ordinary shares
NZD1.00 Ordinary shares
RM1.00 Ordinary shares
$0.01 Common & Preferred Series
B shares
$1.00 Common shares
TRL1.00 Ordinary shares

100
100
100
100

100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100

Corporate Governance

Security

Netherlands

Financial Statements

Country

HSBC Latin America B.V.

100

100

100
100
100
100
100
100
100
100
100
100
100

Shareholder Information

Subsidiaries (continued)

Notes on the Financial Statements (continued)


43 HSBC Holdings subsidiaries, joint ventures and associates

Subsidiaries (continued)

Country

Security

HSBC Representative Office (Nigeria) Limited


HSBC Republic Management Services (Guernsey) Limited
HSBC Retail Services Inc.
HSBC Retirement Benefits Trustee (UK) Limited
HSBC Savings Bank (Philippines) Inc.
HSBC Securities (Asia) Limited

Nigeria
Guernsey
United States
England and Wales
Philippines
Hong Kong

HSBC Securities (B) Berhad


HSBC Securities (Canada) Inc.

Brunei Darussalam
Canada

HSBC Securities (Japan) Limited


HSBC Securities (Philippines) Inc.
HSBC Securities (Singapore) Pte Limited
HSBC Securities (South Africa) (Pty) Limited
HSBC Securities (Taiwan) Corporation Limited
HSBC Securities (USA) Inc.
HSBC Securities and Capital Markets (India) Private Limited

England and Wales


Philippines
Singapore
South Africa
Taiwan
United States
India

HSBC Securities Asia International Nominees Limited


HSBC Securities Asia Nominees Limited
HSBC Securities Brokers (Asia) Limited
HSBC Securities Investments (Asia) Limited
HSBC Securities Services (Bermuda) Limited
HSBC Securities Services (Guernsey) Limited
HSBC Securities Services (Ireland) Limited
HSBC Securities Services (Luxembourg) S.A.
HSBC Securities Services (USA) Inc.
HSBC Securities Services Holding Limited
HSBC Securities Services Holdings (Ireland) Limited
HSBC Seguros de Retiro (Argentina) S.A.

Virgin Islands, British


Hong Kong
Hong Kong
Hong Kong
Bermuda
Guernsey
Ireland
Luxembourg
United States
Virgin Islands, British
Ireland
Argentina

HSBC Seguros de Vida (Argentina) S.A.


HSBC Seguros, S.A de C.V., Grupo Financiero HSBC
HSBC Service Delivery (Polska) Sp. z o.o.
HSBC Services (France)
HSBC Services Japan Limited
HSBC Servicios Financieros, S.A. de C.V

Argentina
Mexico
Poland
France
Bahamas
Mexico

HSBC Servicios, S.A. DE C.V., Grupo Financiero HSBC

Mexico

HSBC Servicos e Participacoes Ltda


HSBC SFH (France)
HSBC Software Development (Brasil) - Prestacao de Servicos Tecnologicos Ltda
HSBC Software Development (Canada) Inc
HSBC Software Development (Guangdong) Limited
HSBC Software Development (India) Private Limited
HSBC Software Development (Malaysia) Sdn Bhd
HSBC South Point Investments (Barbados) LLP

Brazil
France
Brazil
Canada
China
India
Malaysia
England and Wales

HSBC Specialist Investments Limited

England and Wales

HSBC Stockbroker Services (Client Assets) Nominees Limited


HSBC Stockbrokers Nominee (UK) Limited
HSBC Structured Funds (Asia) Limited
HSBC Taxpayer Financial Services Inc.
HSBC Technology & Services (China) Limited
HSBC Technology & Services (USA) Inc.
HSBC TFS I 2005 LLC

England and Wales


England and Wales
Hong Kong
United States
China
United States
United States

HSBC TKM Limited


HSBC Trust Company (BVI) Limited
HSBC Trust Company (Canada)
HSBC Trust Company (Delaware), National Association
HSBC Trust Company (UK) Limited
HSBC Trust Company AG
HSBC Trustee (C.I.) Limited
HSBC Trustee (Cayman) Limited
HSBC Trustee (Cook Islands) Limited
HSBC Trustee (Guernsey) Limited
HSBC Trustee (Hong Kong) Limited

England and Wales


Virgin Islands, British
Canada
United States
England and Wales
Switzerland
Jersey
Cayman Islands
Cook Islands
Guernsey
Hong Kong

HSBC Trustee (Mauritius) Limited


HSBC Trustee (Singapore) Limited
HSBC Tulip Funding (UK)
HSBC UK RFB Limited1
HSBC USA Inc.
HSBC Valores S.A. Sociedad de Bolsa
HSBC Vida e Previdencia (Brasil) SA

Mauritius
Singapore
England and Wales
England and Wales
United States
Argentina
Brazil

Ordinary shares no par value


$0.10 Ordinary shares
$100.00 Common shares
1.00 Issued shares
PHP10.00 Ordinary shares
HK$10.00 Ordinary and HK$10.00
Deferred shares
BND1.00 Ordinary shares
Common C$ Class A &
$ Class B shares
1.00 Ordinary shares
PHP10.00 Nominal shares
SGD Ordinary shares
ZAR1.00 Ordinary shares
TWD10.00 Ordinary shares
$0.05 Common shares
INR100.00 Ordinary and INR100.00
Red Preference shares
$1.00 Ordinary shares
HK$1.00 Ordinary shares
HK$10.00 Ordinary shares
HK$10.00 Ordinary shares
BMD1.00 Common shares
1.00 Ordinary Shares
1.25 and $1.00 Ordinary shares
$100.00 Ordinary shares
$0.001 Common shares
$1.00 Ordinary shares
1.25 and $1.00 Ordinary shares
ARS1.00 Ordinary A and Ordinary B
shares
ARS1.00 Ordinary shares
MXN Class I and Class II shares
PLN500.00 Ordinary shares
18.50 Actions shares
$1.00 Ordinary shares
MXN1.00 Share Class 1 and 2
shares
MXN500 Series 'A' and MXN
Ordinary B shares
BRL0.01 Ordinary shares
15.00 Actions shares
BRL1.00 Quota shares
CAD1.00 Common shares
$1.00 Registered Capital shares
INR10.00 Equity shares
RM1.00 Ordinary shares
Limited liability partnership no
shares
1.00 Ordinary and 1.00 Red
Preference shares
1.00 Ordinary shares
1.00 Ordinary shares
HK$10.00 Ordinary shares
$100.00 Common shares
$1.00 Registered Capital shares
$1.00 Common shares
Limited liability company
no shares
0.01 Ordinary shares
$1.00 Ordinary-A shares
C$ Common shares
$100.00 Ordinary shares
5.00 Ordinary shares
CHF1,000.00 Ordinary shares
1.00 Ordinary shares
$1,000.00 Ordinary shares
NZD Ordinary shares
$1.00 Ordinary shares
HK$10.00 Ordinary
(HK$5.00 pt pd) shares
$1.00 Ordinary shares
SGD Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
$5.00 Common shares
ARS1.00 Ordinary shares
BRL Ordinary shares

HSBC HOLDINGS PLC

464

Direct (%)

100

Total (%)
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100

100

100
100
100
100
100
100
100

Turkey
Mexico
Mexico
Mexico
Mexico
Mexico
Mexico
Mexico
Mexico
Mexico
Mexico
Mexico
Mexico
Mexico
Mexico
United States
England and Wales
China
China
China
China
Mexico
Mexico
Mexico
France
France
France
France
France
Luxembourg
England and Wales
Jersey
United Kingdom
England and Wales
England and Wales
England and Wales
England and Wales
England and Wales
United States
England and Wales
England and Wales
England and Wales
Jersey
Hong Kong
Virgin Islands, British
Virgin Islands, British
Hong Kong
Hong Kong
England and Wales
England and Wales
England and Wales
England and Wales
England and Wales
Argentina
England and Wales

100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100

Midcorp Limited

England and Wales

Midland Australia Pty Limited


Midland Bank (Branch Nominees) Limited
Midland Nominees Limited
MIL (Cayman) Limited
MIL (Jersey) Limited
MIL Properties (Cook Islands) Limited
MM Mooring #2 Corp.
Mortgage One Corporation
Mortgage Two Corporation
MW Gestion SA
Neil Corporation
Neuilly Valeurs
Oakwood Holdings, Inc.
One Main Street, Inc.

Australia
England and Wales
England and Wales
Cayman Islands
Jersey
Cook Islands
United States
United States
United States
Argentina
United States
France
United States
United States

TRL1.00 Ordinary-A shares


MXN2.00 Ordinary shares
MXN1.00 Ordinary-A shares
MXN1.00 Ordinary shares
MXN10.00 Ordinary shares
MXN1.40 Ordinary shares
MXN1.098 Ordinary shares
MXN10.00 Ordinary shares
MXN1.00 Ordinary A shares
MXN1.00 Ordinary A shares
MXN1.00 Ordinary A shares
MXN1.00 Ordinary A shares
MXN1.00 Ordinary shares
MXN1.00 Ordinary shares
MXN1.66 Ordinary shares
$0.01 Common shares
1.00 Ordinary shares
CNY1.00 Registered Capital shares
CNY1.00 Registered Capital shares
CNY1.00 Registered Capital shares
CNY1.00 Registered Capital shares
MXN1.00 Serie A and B shares
MXN1.00 Serie A and B shares
MXN10.00 Class I and II shares
0.10 Ordinary shares
0.10 Ordinary shares
0.10 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
25.00 Ordinary shares
1.00 Issued shares
1.00 Ordinary shares
1.00 Issued shares
1.00 Ordinary shares
1.00 Issued shares
1.00 Issued shares
1.00 Issued shares
1.00 Ordinary shares
$1.00 Common shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
HK$10.00 Ordinary shares
$1.00 Ordinary shares
$1.00 Ordinary shares
HK$10.00 Ordinary shares
HK$10.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
ARS0.25 Ordinary shares
1.00 Ordinary and 1.00 Deferred
shares
1.00 Ordinary and 1.00 NonCum Red Preference shares
AUD1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares
$1.00 Ordinary shares
1.00 Ordinary shares
NZD1.00 Ordinary shares
$1.00 Common shares
$100.00 Common shares
$100.00 Common shares
ARS12,000.00 Ordinary shares
$1.00 Common shares
15.24 Parts shares
$1.00 Common shares
$1.00 Common shares

465

100

Total (%)

100
100
100
100
100
100
100
100
100
100
100
100
100
100
100

Strategic Report

100
100
100
100

HSBC HOLDINGS PLC

Direct (%)

Financial Review

$10.00 Ordinary shares


ILS1.00 Ordinary shares
1.00 Ordinary shares
1.00 Ordinary shares

Corporate Governance

Security

Mauritius
Israel
England and Wales
England and Wales

Financial Statements

Country

HSBC Violet Investments (Mauritius) Limited


HSBC Wealth Advisory Israel Ltd
HSBC Wealth Client Nominee Limited
HSBC Workplace Retirement Services Fund Platform
Nominee Company Limited
HSBC Yatirim Menkul Degerler A.S.
HSBC-D1, S.A. de C.V., Sociedad de Inversion en Instrumentos de Deuda1
HSBC-D10, S.A. de C.V., Sociedad de Inversion en Instrumentos de Deuda1
HSBC-D2, S.A. de C.V., Sociedad de Inversion en Instrumentos de Deuda1
HSBC-D7, S.A. de C.V., Sociedad de Inversion en Instrumentos de Deuda1
HSBC-D9, S.A. de C.V., Sociedad de Inversion en Instrumentos de Deuda1
HSBC-DE, S.A. de C.V., Sociedad de Inversion en Instrumentos de Deuda1
HSBC-DG, S.A. de C.V., Sociedad de Inversion en Instrumentos de Deuda1
HSBC-DH, S.A. de C.V., Sociedad de Inversion en Instrumentos de Deuda1
HSBC-DL, S.A. de C.V., Sociedad de Inversion en Instrumentos de Deuda1
HSBC-E2, S.A. de C.V., Sociedad de Inversion de Renta Variable1
HSBC-E3, S.A. de C.V., Sociedad de Inversion en Instrumentos de Deuda1
HSBC-FF, S.A. de C.V., Sociedad de Inversion de Renta Variable1
HSBC-V2, S.A. de C.V., Sociedad de Inversion de Renta Variable1
HSBC-V3, S.A. de C.V., Sociedad de Inversion de Renta Variable1
HSI Asset Securitization Corporation
HSIL Investments Limited
Hubei Macheng HSBC Rural Bank Company Limited
Hubei Suizhou Cengdu HSBC Rural Bank Company Limited
Hubei Tianmen HSBC Rural Bank Company Limited
Hunan Pingjiang HSBC Rural Bank Company Limited
Inmobiliaria Bisa, S.A. de C.V.
Inmobiliaria Grufin, S.A. de C.V.
Inmobiliaria Guatusi, S.A. de C.V.
IRERE French Offices 1
IRERE French Offices 2
IRERE French Offices 4
IRERE French Offices Holdings
IRERE French Offices Holdings 3
IRERE Property Investments (French Offices) Sarl
James Capel & Co. Limited
James Capel (Channel Islands) Nominees Limited
James Capel (Custodian) Nominees Limited
James Capel (Nominees) Limited
James Capel (Second Nominees) Limited
James Capel (Taiwan) Nominees Limited
James Capel (Third Nominees) Limited
John Lewis Financial Services Limited
Katonah Close Corp.
Keyser Ullmann Limited
Kings Meadow Nominees Limited
Legend Estates Limited
Lemasco Nominees Limited
Lion Corporate Services Limited
Lion International Corporate Services Limited
Lion International Management Limited
Lion Management (Hong Kong) Limited
Lyndholme Limited
MAGIM Client HSBC GIS Nominee (UK) Limited
Marks and Spencer Financial Services plc
Marks and Spencer Retail Financial Services Holdings Limited
Marks and Spencer Savings and Investments Limited
Marks and Spencer Unit Trust Management Limited
Maxima S.A. AFJP
Mercantile Company Limited

Shareholder Information

Subsidiaries (continued)

Notes on the Financial Statements (continued)


43 HSBC Holdings subsidiaries, joint ventures and associates

Subsidiaries (continued)

Country

Security

Promocion en Bienes Raices, S.A. de C.V.

Mexico

Prudential Client HSBC GIS Nominee (UK) Limited


PTC New LLC

England and Wales


United States

R/CLIP Corp.
Real Estate Collateral Management Company
Republic Nominees Limited
Republic Overseas Capital Corporation
S.A.P.C. Ufipro Recouvrement
Saf Baiyun
Saf Chang Jiang
Saf Chang Jiang Ba
Saf Chang Jiang Er
Saf Chang Jiang Jiu
Saf Chang Jiang Liu
Saf Chang Jiang Qi
Saf Chang Jiang San
Saf Chang Jiang Shi
Saf Chang Jiang Shi Liu
Saf Chang Jiang Shi Wu
Saf Chang Jiang ShiEr
Saf Chang Jiang Shiyi
Saf Chang Jiang Wu
Saf Chang Jiang Yi
Saf Guangzhou
Saf Palissandre
Saf Zhu Jiang
Saf Zhu Jiang Ba
Saf Zhu Jiang Er
Saf Zhu Jiang Jiu
Saf Zhu Jiang Liu
Saf Zhu Jiang Qi
Saf Zhu Jiang San
Saf Zhu Jiang Shi
Saf Zhu Jiang Shi Ba
Saf Zhu Jiang Shi Er
Saf Zhu Jiang Shi Jiu
Saf Zhu Jiang Shi Liu
Saf Zhu Jiang Shi Qi
Saf Zhu Jiang Shi Wu
Saf Zhu Jiang Shiyi
Saf Zhu Jiang Wu
Saf Zhu Jiang Yi
Samada Limited
Samuel Montagu & Co. Limited
SCI Hervet Mathurins
SCI HSBC Assurances Immo
Second Corporate Director Inc.
Secondary Club Deal I GP Limited
Secondary Club Deal II GP Limited
SFSS Nominees (Pty) Limited
Shandong Rongcheng HSBC Rural Bank Company Limited
Shenfield Nominees Limited
Shuttle Developments Limited
Sico Limited
Silliman Associates Limited Partnership
Silliman Corporation
SNC Dorique
SNC Kerouan
SNC Les Mercuriales
SNC Makala
SNC Nuku-Hiva Bail
SNCB/M6-2008 A
SNCB/M6-2007 A
SNCB/M6-2007 B
Socit Financire et Mobilire
Socit Franaise et Suisse
Societe Immobiliere Atlas S.A.
Socit Immobilire Malesherbes-Anjou
Solandra 3
Somers & Co
Somers (U.K.) Limited
Somers Dublin Limited
Somers Nominees (Far East) Limited
Sopingest
South Yorkshire Light Rail Limited
SPE 1 2005 Manager Inc.

United States
United States
Guernsey
United States
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
France
Jersey
England and Wales
France
France
Virgin Islands, British
Guernsey
Guernsey
South Africa
China
England and Wales
England and Wales
Virgin Islands, British
United States
United States
Reunion
France
France
France
France
France
France
France
France
France
Switzerland
France
France
United States
England and Wales
Ireland
Bermuda
France
England and Wales
United States

MXN1 Class I and II and


Preference shares
1.00 Ordinary shares
Limited liability company
no shares
$100.00 Common shares
$10.00 Ordinary shares
1.00 Ordinary shares
$10.00 Common shares
46.00 Parts shares
10.00 Actions shares
10.00 Actions shares
10.00 Actions shares
10.00 Actions shares
10.00 Actions shares
10.00 Actions shares
10.00 Actions shares
10.00 Actions shares
10.00 Actions shares
1.00 Actions shares
1.00 Actions shares
10.00 Actions shares
10.00 Actions shares
10.00 Actions shares
10.00 Actions shares
10.00 Actions shares
10.00 Actions shares
10.00 Actions shares
10.00 Actions shares
10.00 Actions shares
10.00 Actions shares
10.00 Actions shares
10.00 Actions shares
10.00 Actions shares
10.00 Actions shares
1.00 Actions shares
1.00 Actions shares
1.00 Actions shares
1.00 Actions shares
1.00 Actions shares
1.00 Actions shares
10.00 Actions shares
10.00 Actions shares
10.00 Actions shares
1.00 Ordinary shares
1.00 Ordinary shares
15.24 Parts shares
152.44 Parts shares
$1.00 Ordinary shares
Ordinary shares
$ Ordinary shares
ZAR1.00 Ordinary shares
CNY1.00 Registered Capital shares
1.00 Ordinary shares
1.00 Ordinary shares
$1.00 Ordinary shares
Limited partnership no shares
$1.00 Common shares
1.00 Parts shares
1.00 Parts shares
1.00 Parts shares
1.00 Parts shares
0.01 Parts shares
1.00 Actions shares
10.00 Actions shares
10.00 Actions shares
16.00 Actions shares
1.00 Actions shares
CHF1,000.00 Ordinary shares
70.00 Actions shares
100.00 Actions shares
Partnership no shares
1.00 Ordinary shares
1.25 Ordinary shares
$1.00 Common shares
Ordinary shares no par value
0.10 Ordinary shares
$1.00 Common shares

HSBC HOLDINGS PLC

466

Direct (%)

Total (%)
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100

Woodex Limited
XDP, Inc.
HSBC Bank Argentina S.A.

Bermuda
United States
Argentina

HSBC France
HSBC Mexico, S.A., Institucion de Banca Multiple, Grupo Financiero HSBC
HSBC Empresa de Capitalizacao (Brasil) S.A.
HSBC Corretora de Titulos e Valores Mobiliarios S.A.
HSBC Inmobiliaria (Mexico), S.A. de C.V.

France
Mexico
Brazil
Brazil
Mexico

HSBC Seguros (Brasil) S.A.

Brazil

HSBC Corretora de Seguros (Brasil) S.A.


HSBC Financial Services (Lebanon) s.a.l.
HSBC InvestDirect (India) Limited
PT Bank Ekonomi Raharja

Brazil
Lebanon
India
Indonesia

SAS Orona
HSBC Bank Egypt S.A.E.
SAS Bosquet -Audrain
HSBC Securities (Egypt) S.A.E.
SAS Cyatheas Pasteur
HSBC Fund Services (Korea) Limited
HSBC Transaction Services GmbH
HSBC Gestion (Monaco) S.A.
Beau Soleil Limited Partnership
PT HSBC Securities Indonesia
HSBC Trinkaus & Burkhardt (International) S.A.
HSBC Trinkaus & Burkhardt AG
HSBC Trinkaus & Burkhardt Gesellschaft fur Bankbeteiligungen mbH
HSBC Trinkaus Consult GmbH
HSBC Trinkaus Europa Immobilien-Fonds Nr. 5 GmbH
HSBC Trinkaus Family Office GmbH
HSBC Trinkaus Immobilien Beteiligungs KG
HSBC Trinkaus Real Estate GmbH
Trinkaus Australien Immobilien Fonds Nr. 1 Brisbane GmbH & Co. KG
Trinkaus Australien Immobilien Fonds Nr. 1 Treuhand-GmbH
Trinkaus Canada Immobilien-Fonds Nr. 1 Verwaltungs-GmbH
Trinkaus Europa Immobilien-Fonds Nr.3 Objekt Utrecht
Verwaltungs-GmbH
Trinkaus Immobilien-Fonds Geschaeftsfuehrungs-GmbH
Trinkaus Immobilien-Fonds Verwaltungs-GmbH
Trinkaus Private Equity Management GmbH
Trinkaus Private Equity Verwaltungs GmbH

New Caledonia
Egypt
New Caledonia
Egypt
France
Korea, Republic of
Germany
Monaco
Hong Kong
Indonesia
Luxembourg
Germany
Germany
Germany
Germany
Germany
Germany
Germany
Germany
Germany
Germany
Germany
Germany
Germany
Germany
Germany

1.00 GmbH Anteil shares


1.00 GmbH-Anteil shares
1.00 Ordinary shares
1.00 GmbH Anteil shares

HSBC HOLDINGS PLC

467

Total (%)
100
100
100
100
100
100
100
100
100

100

100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
100
99.99
99.99
99.99
99.97
99.96
99.96
99.77

Strategic Report

England and Wales


Virgin Islands, British
United States
England and Wales
United Kingdom
Cayman Islands
United States
Canada
Cayman Islands
United States
England and Wales
Switzerland
France
Guernsey
Guernsey
Hong Kong
Hong Kong
Hong Kong
Hong Kong
United States

Direct (%)

Financial Review

The Venture Catalysts Limited


Third Corporate Director Inc.
Timberlink Settlement Services (USA) Inc.
TKM International Limited
Tooley Street View Limited
Tower Investment Management
TPBC Acquisition Corp.
Trinkaus Canada 1 GP LTD
Tropical Nominees Limited
Trumball Management, Inc.
Turnsonic (Nominees) Limited
Vadep Holding AG
Valeurs Mobilires Elyses
Vintage I Secondary GP Limited
Vintage III Special Situations GP Limited
Wardley Limited
Wayfoong Credit Limited
Wayfoong Finance Limited
Wayfoong Nominees Limited
Westminster House, LLC

1.00 Ordinary shares


1.00 Ordinary shares
$1.00 Registered Capital shares
1 Ordinary
1 Ordinary
$1.00 Ordinary shares
CHF100.00 Ordinary shares
15.00 Actions shares
HK$2.50 Ordinary and $1
Cumulative Redeemable
Preference shares,
$1 Cumulative and $1 Noncumulative Irredeemable
Preference shares
1.00 Ordinary shares
$1.00 Ordinary shares
$1.00 Common shares
1.00 Ordinary shares
1.00 Ordinary shares
$1,000 Ordinary shares
$1.00 Common shares
C$100 Common shares
KYD1.00 Ordinary shares
$1.00 Common shares
1.00 Ordinary shares
CHF1,000.00 Ordinary shares
16.00 Actions shares
Ordinary shares
$ Ordinary shares
HK$200.00 Ordinary shares
HK$100.00 Ordinary shares
HK$1,000.00 Ordinary shares
HK$1.00 Ordinary shares
Limited liability company
no shares
BMD1.00 Common shares
$1.00 Common shares
ARS1.00 Ordinary A and Ordinary
B shares
5.00 Actions shares
MXN2.00 Ordinary shares
BRL Ordinary shares
BRL Ordinary shares
MXN1,000.00 Series A and Series
B shares
BRL Ordinary and BRL Preference
shares
BRL Ordinary shares
LBP1,000,000.00 Ordinary B shares
INR10.00 Ordinary shares
IRD100.00 and IRD1,000.00
Ordinary shares
Franc Pacific 10,000 Actions
EGP84.00 Ordinary shares
Franc Pacific 10,000 Actions
EGP100.00 Ordinary shares
10.00 Action shares
KRW5,000.00 Ordinary shares
1.00 GmbH Anteil shares
Ordinary shares
Limited partnership no shares
IDR1,000,000.00 Common shares
1.00 Common shares
Stckaktien shares no par value
DEM1.00 Common shares
DEM1.00 Common shares
Ordinary shares no par value
1.00 GmbH Anteil shares
1.00 Ordinary shares
DEM1.00 Common shares
1.00 Ordinary shares
1.00 GmbH Anteil shares
1.00 Ordinary shares
DEM1.00 Ordinary shares

Corporate Governance

Security

England and Wales


England and Wales
China
England and Wales
England and Wales
Bahamas
Switzerland
France
Hong Kong

99.75
99.65
99.54
98.81
94.93
94.53
94.90
94.64
94.00
92.96
90.20
86.59
85.00
85.00
80.65
80.65
80.65
80.65
80.65
80.65
80.65
80.65
80.65
80.65
80.65
80.65
80.65
80.65
80.65
80.65

Financial Statements

Country

St Cross Trustees Limited


Sterling Credit Limited
Sun Hung Kai Development (Lujiazui III) Limited
Swan National Leasing (Commercials) Limited
Swan National Limited
Tayside Holdings Limited
Tempus Management AG
Thasosfin
The Hongkong and Shanghai Banking Corporation Limited

Shareholder Information

Subsidiaries (continued)

Notes on the Financial Statements (continued)


43 HSBC Holdings subsidiaries, joint ventures and associates

Subsidiaries (continued)

Country

Security

INKA Internationale Kapitalanlagegesellschaft mbH


GPIF Co-Investment, LLC

Germany
United States

HSBC Middle East Finance Company Limited


HSBC Bank (Mauritius) Limited
HSBC Bank Malta p.l.c.
HSBC Global Asset Management (Malta) Limited
HSBC Insurance Management Services (Europe) Limited

United Arab Emirates


Mauritius
Malta
Malta
Malta

HSBC Life Assurance (Malta) Limited


HSBC Bank Armenia cjsc
Mexanicana de Fomento S.A. de C.V.
HSBC Saudi Arabia Limited
Fulcher Enterprises Company Limited
Hang Seng (Nominee) Limited
Hang Seng Bank (China) Limited
Hang Seng Bank (Trustee) Limited
Hang Seng Bank Limited
Hang Seng Bullion Company Limited
Hang Seng Credit Limited
Hang Seng Data Services Limited
Hang Seng Finance Limited
Hang Seng Financial Information Limited
Hang Seng Futures Limited
Hang Seng Indexes Company Limited
Hang Seng Insurance Company Limited
Hang Seng Investment Management Limited
Hang Seng Investment Services Limited
Hang Seng Life Limited
Hang Seng Real Estate Management Limited
Hang Seng Securities Limited
Hang Seng Security Management Limited
Haseba Investment Company Limited
High Time Investments Limited
HSI International Limited
Imenson Limited
Yan Nin Development Company Limited
Fundacion HSBC, A.C.1
SNC Les Oliviers D'Antibes
HSBC Land Title Agency (USA) LLC

Malta
Armenia
Mexico
Saudi Arabia
Hong Kong
Hong Kong
China
Hong Kong
Hong Kong
Hong Kong
Hong Kong
Hong Kong
Hong Kong
Hong Kong
Hong Kong
Hong Kong
Hong Kong
Hong Kong
Hong Kong
Hong Kong
Hong Kong
Hong Kong
Hong Kong
Hong Kong
Hong Kong
Hong Kong
Hong Kong
Hong Kong
Mexico
France
United States

The Malta Development Fund Limited


HSBC Bank Oman S.A.O.G.
Beneficial Homeowner Service Corporation
Electronic Payment Services Company (Hong Kong) Limited
ProServe Bermuda Limited
REDUS Halifax Landing, LLC

Malta
Oman
United States
Hong Kong
Bermuda
United States

Urban Solutions (Cardiff) Limited


Vaultex Isle of Man Insurance Limited

England and Wales


Isle of Man

1.00 Common shares


Limited liability company
no shares
AED1.00 Ordinary shares
$ Ordinary No Par Value shares
0.30 Ordinary shares
2.32937 Ordinary shares
1.00 Ordinary A and Ordinary B
shares
1.16469 Ordinary shares
AMD30,250.00 Ordinary shares
MXN1.00 Series A and B shares
SAR50,000.00 Ordinary shares
HK$10.00 Ordinary shares
HK$100.00 Ordinary shares
CNY1.00 Registered Capital shares
HK$10.00 Ordinary shares
HK$5.00 Ordinary shares
HK$100.00 Ordinary shares
HK$100.00 Ordinary shares
HK$10.00 Ordinary shares
HK$100.00 Ordinary shares
HK$10.00 Ordinary shares
HK$100.00 Ordinary shares
HK$10.00 Ordinary shares
HK$10.00 Ordinary shares
HK$100.00 Ordinary shares
HK$100.00 Ordinary shares
HK$1,000.00 Ordinary shares
HK$100.00 Ordinary shares
HK$100.00 Ordinary shares
HK$1.00 Ordinary shares
HK$100.00 Ordinary shares
HK$1.00 Ordinary shares
HK$1.00 Ordinary shares
HK$10.00 Ordinary shares
HK$100.00 Ordinary shares
Parts shares
15.00 Parts shares
Limited liability company
no shares
2.32937 Ordinary shares
OMR0.10 Ordinary shares
$100.00 Common shares
HK$1.00 Ordinary shares
BMD1.00 Common shares
Limited liability company
no shares
1 Ordinary shares
1 Ordinary shares

Direct (%)

Total (%)

50.00
50.00

England and Wales


Guernsey
China
Cayman Islands
England and Wales
England and Wales
England and Wales
England and Wales
China
India

0.01 Ordinary shares


1.00 Ordinary shares
CNY1.00 Ordinary shares
$1.00 Ordinary shares
1.00 Ordinary B shares
1.00 Ordinary B shares
1.00 Ordinary shares
1.00 Ordinary shares
CNY1.00 Registered Capital shares
INR10.00 Ordinary shares

51.00
50.00
50.00
50.00
50.00
50.00
50.00
50.00
49.00
26.00

Malaysia
United Arab Emirates
England and Wales
Saudi Arabia
Cayman Islands
United Arab Emirates
Saudi Arabia
Hong Kong
Virgin Islands, British
Virgin Islands, British
Rwanda
Kenya
United Arab Emirates
Guadeloupe

RM50.00 Ordinary shares


AED1,000.00 Ordinary shares
0.01 A and 0.01 B shares
SAR10.00 Ordinary shares
$1.00 Ordinary A shares
AED1,000.00 Ordinary shares
SAR10.00 Ordinary shares
HK$250,000 Ordinary shares
1.00 Ordinary shares
$100.00 Ordinary shares
RWF1,000 Ordinary shares
KES100 Ordinary shares
$1.00 Ordinary shares
1.00 Parts shares

49.00
49.00
46.79
45.50
41.90
40.00
40.00
38.66
34.00
34.00
34.00
33.33
33.33
33.33

80.65
80.00
80.00
72.96
70.03
70.03
70.03
70.03
70.00
69.80
69.40
62.14
62.14
62.14
62.14
62.14
62.14
62.14
62.14
62.14
62.14
62.14
62.14
62.14
62.14
62.14
62.14
62.14
62.14
62.14
62.14
62.14
62.14
62.14
62.14
60.00
60.00
55.00
53.07
51.00
50.00
50.00
50.00
50.00

Joint ventures
HCM Holdings Limited
GSI Retail Property Holdings Limited
HSBC Life Insurance Company Limited
HSBC Kingdom Africa Investments (Cayman) Limited
Urban Solutions Cardiff Holdings Limited
Urban Solutions Greenwich Holdings Limited
Urban Solutions (Greenwich) Limited
Vaultex UK Limited
HSBC Jintrust Fund Management Company Limited
Canara HSBC Oriental Bank of Commerce Life Insurance Company Limited

Associates
HSBC Amanah Takaful (Malaysia) Berhad
HSBC Middle East Securities L.L.C
Spire Topco Hotels Limited
SABB Takaful
AREIT Management Ltd
Rewards Management Middle East FZ LLC
The Saudi British Bank
EPS Company (Hong Kong) Limited
Jeppe Star Limited
Novo Star Limited
Chemi & Cotex (Rwanda) Limited
Chemi & Cotex Kenya Limited
MENA Infrastructure Fund (GP) Ltd
SCI Karuvefa

HSBC HOLDINGS PLC

468

Security

England and Wales


Germany
China
United States

Trinkaus Europa Immobilien-Fonds Nr. 4 Objekte Basel Nauenstrasse KG


Ashwood Energy Limited
House Network Sdn Bhd
Rosimian Limited
The London Gold Market Fixing Limited

Germany
Virgin Islands, British
Malaysia
England and Wales
England and Wales

GIE GNIFI
sino AG
Icon Brickell LLC

New Caledonia
Germany
United States

Business Growth Fund plc


NAS Holding Limited
NAS United Healthcare Services LLC
Bank of Communications Co., Ltd

England and Wales


Virgin Islands, British
Virgin Islands, British
China

1.00 Preference shares


Limited partnership with no shares
RMB Common stock
Limited liability company
no shares
Limited partnership with no shares
US$1.00 Ordinary shares
RM1.00 Ordinary shares
0.01 B shares
Limited by guarantee
no share capital
No shares
1.00 Common stock
Limited liability company
no shares
1.00 Ordinary shares
Ordinary share of no par value
Ordinary share of no par value
CNY1.00 H shares

Direct (%)

Total (%)

25.11
25.00
25.00
25.00
25.00
25.00
25.00
24.90
23.98
22.13
22.13
19.03

Shareholder Information

Financial Statements

Corporate Governance

1 Management has determined that these subsidiaries are excluded from consolidation in the Group accounts as these entities do not meet the definition of
subsidiaries in accordance with IFRSs. HSBCs consolidation policy is described in Note 1(g).

33.33
33.10
33.00
25.82

Strategic Report

Country

CFAC Payment Scheme Limited


Trinkaus Europa Immobilien-Fonds Nr. 7 Frankfurt Mertonviertel KG
GZHS Research Co Ltd
Hampton Owners LLC

Financial Review

Associates (continued)

HSBC HOLDINGS PLC

469

Shareholder information
Interim dividends / Shareholder profile / 2015 AGM

Shareholder information

Where more information about HSBC is available

473

Simplified structure chart

474

Fourth interim dividend for 2015

470

Taxation of shares and dividends

475

Interim dividends for 2016

470

Shareholder profile

470

Cautionary statement regarding forward-looking


statements

478

2015 Annual General Meeting

471

Certain defined terms

478

Earnings Releases and Interim Results

472

Abbreviations

479

Shareholder enquiries and communications

472

Glossary

483

Stock symbols

473

Index

491

Investor relations

473

Fourth interim dividend for 2015


The Directors have declared a fourth interim dividend for 2015 of $0.21 per ordinary share. Information on the scrip dividend
scheme and currencies in which shareholders may elect to have the cash dividend paid will be sent to shareholders on or
about 18 March 2016. The timetable for the dividend is:
Announcement
ADSs quoted ex-dividend in New York
Shares quoted ex-dividend in London, Hong Kong, Paris and Bermuda
Record date London, Hong Kong, New York, Paris, Bermuda1
Mailing of Annual Report and Accounts 2015 and/or Strategic Report 2015, Notice of Annual General Meeting and dividend
documentation
Final date for receipt by registrars of forms of election, Investor Centre electronic instructions and revocations of standing
instructions for scrip dividends
Exchange rate determined for payment of dividends in sterling and Hong Kong dollars
Payment date: dividend warrants, new share certificates or transaction advices and notional tax vouchers mailed and shares
credited to stock accounts in CREST

22 February 2016
2 March 2016
3 March 2016
4 March 2016
18 March 2016
7 April 2016
11 April 2016
20 April 2016

1 Removals to and from the Overseas Branch register of shareholders in Hong Kong will not be permitted on this date.

Interim dividends for 2016


The Board has adopted a policy of paying quarterly interim dividends on the ordinary shares. Under this policy it is intended to
have a pattern of three equal interim dividends with a variable fourth interim dividend. It is envisaged that the first interim
dividend in respect of 2016 will be $0.10 per ordinary share.
Dividends are declared in US dollars and, at the election of the shareholder, paid in cash in one of, or in a combination of, US
dollars, sterling and Hong Kong dollars, or, subject to the Boards determination that a scrip dividend is to be offered in respect
of that dividend, may be satisfied in whole or in part by the issue of new shares in lieu of a cash dividend.

Shareholder profile
At 31 December 2015 the share register recorded the following details:

1 - 100
101 - 400
401 - 500
501 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 20,000
20,001 - 50,000
50,001 - 200,000
200,001 - 500,000
500,001 and above
Total

HSBC HOLDINGS PLC

470

Number of
shareholders

Total ordinary
shares held

37,523
28,065
6,920
29,735
69,484
18,535
11,071
6,682
3,298
704
1,037

1,085,635
6,881,465
3,123,382
21,946,539
165,002,520
131,138,146
154,448,067
205,478,608
302,670,569
222,265,765
18,471,056,238

213,054

19,685,096,934

Withheld3

Against

Total

9,340,160,307

98.80

113,682,546

1.20

9,453,842,853

49.04

41,294,402

6,720,428,674

76.29

2,088,530,798

23.71

8,808,959,472

45.70

677,821,869

9,459,023,817
9,443,905,977
9,458,891,803
9,455,583,709
9,303,056,308
9,455,524,737
9,452,953,492
9,144,120,186
9,067,875,368
9,438,909,453
8,317,803,050
8,335,050,210
9,458,328,102
9,436,045,734
9,442,355,344
8,191,676,916
9,451,337,959

99.90
99.75
99.91
99.88
99.10
99.87
99.85
96.59
95.90
99.69
87.86
88.04
99.90
99.67
99.73
87.13
99.83

9,012,480
23,496,531
8,547,866
11,671,079
84,065,631
11,874,993
14,364,873
322,607,648
387,864,445
29,360,384
1,149,583,204
1,132,173,688
9,132,745
31,438,641
25,127,084
1,209,918,157
16,111,584

0.10
0.25
0.09
0.12
0.90
0.13
0.15
3.41
4.10
0.31
12.14
11.96
0.10
0.33
0.27
12.87
0.17

9,468,036,297
9,467,402,508
9,467,439,669
9,467,254,788
9,387,121,939
9,467,399,730
9,467,318,365
9,466,727,834
9,455,739,813
9,468,269,837
9,467,386,254
9,467,223,898
9,467,460,847
9,467,484,375
9,467,482,428
9,401,595,073
9,467,449,543

49.12
49.11
49.11
49.11
48.70
49.11
49.11
49.11
49.05
49.12
49.11
49.11
49.11
49.11
49.11
48.77
49.11

32,680,294
32,543,484
32,438,260
32,567,538
111,291,419
32,622,299
32,561,965
33,199,339
36,832,078
31,483,615
32,573,081
32,614,861
32,443,782
32,469,588
32,464,337
97,700,820
32,484,172

9,443,723,129

99.73

25,734,330

0.27

9,469,457,459

49.12

30,213,375

9,454,699,721

99.85

14,212,868

0.15

9,468,912,589

49.12

30,815,356

8,747,667,960

92.46

713,487,303

7.54

9,461,155,263

49.08

38,420,820

8,729,514,669

92.32

726,423,494

7.68

9,455,938,163

49.05

43,771,078

9,154,217,028

96.74

308,482,870

3.26

9,462,699,898

49.09

34,698,581

9,348,078,869

99.49

47,795,315

0.51

9,395,874,184

48.74

102,258,468

9,149,392,011

96.80

302,391,205

3.20

9,451,783,216

49.03

45,584,992

8,570,088,097

90.69

879,490,094

9.31

9,449,578,191

49.02

45,737,225

9,373,459,127

99.02

92,544,476

0.98

9,466,003,603

49.11

33,019,920

8,386,696,695

88.59

1,080,639,157

11.41

9,467,335,852

49.11

31,742,417

1 Includes discretionary votes.


2 Percentage of Issued Share Capital voted.
3 A vote withheld is not a vote in law and is not counted in the calculation of the votes For and Against the resolution.

HSBC HOLDINGS PLC

471

Financial Review

%2

Corporate Governance

For1

Financial Statements

Votes
Resolution
1 To receive the Annual Report
and Accounts 2014
2 To approve the Directors
Remuneration Report
3 To elect or re-elect the
following as Directors:
(a) Phillip Ameen
(b) Heidi Miller
(c) Kathleen Casey
(d) Safra Catz
(e) Laura Cha
(f) Lord Evans of Weardale
(g) Joachim Faber
(h) Rona Fairhead
(i) Douglas Flint
(j) Stuart Gulliver
(k) Sam Laidlaw
(l) John Lipsky
(m) Rachel Lomax
(n) Iain Mackay
(o) Marc Moses
(p) Sir Simon Robertson
(q) Jonathan Symonds
4 To appoint
PricewaterhouseCoopers
LLP as auditor to the
Company
5 To authorise the Group Audit
Committee to determine
the auditors remuneration
6 To authorise the Directors to
allot shares
7 To disapply pre-emption
rights
8 To authorise the Directors to
allot repurchased shares
9 To authorise the Company to
purchase its own ordinary
shares
10 To authorise the Directors to
allot equity securities in
relation to Contingent
Convertible Securities
11 To disapply pre-emption
rights in relation to the
issue of Contingent
Convertible Securities
12 To extend the final date on
which options may be
granted under UK
Sharesave
13 To approve general meetings
other than annual general
meetings being called on a
minimum of 14 clear days
notice

Shareholder Information

All resolutions considered at the 2015 Annual General Meeting held at 11.00am on 24 April 2015 at the Queen Elizabeth II
Conference Centre, London SW1P 3EE were passed on a poll as follows:

Strategic Report

2015 Annual General Meeting

Shareholder information (continued)


Earnings Releases and Interim Results / Shareholder enquiries and communications / Stock symbols / Investor relations / Information

Earnings Releases and Interim Results


Earnings Releases are expected to be issued on or around 3 May 2016 and 7 November 2016. The Interim Results for the six
months to 30 June 2016 are expected to be issued on 5 August 2016.

Shareholder enquiries and communications


Enquiries
Any enquiries relating to shareholdings on the share register (for example transfers of shares, change of name or address, lost
share certificates or dividend cheques) should be sent to the Registrars at the address given below. The Registrars offer an
online facility, Investor Centre, which enables shareholders to manage their shareholding electronically.
Principal Register:

Hong Kong Overseas Branch Register:

Bermuda Overseas Branch Register:

Computershare Investor Services PLC


The Pavilions
Bridgwater Road
Bristol BS99 6ZZ
United Kingdom
Telephone: 44 (0) 370 702 0137
Email via website:
www.investorcentre.co.uk/contactus

Computershare Hong Kong Investor


Services Limited
Rooms 1712-1716, 17th Floor
Hopewell Centre
183 Queens Road East
Hong Kong
Telephone: 852 2862 8555
Email: hsbc.ecom@computershare.com.hk

Investors Relations Team


HSBC Bank Bermuda Limited
6 Front Street
Hamilton HM 11
Bermuda
Telephone: 1 441 299 6737
Email: hbbm.shareholder.services@hsbc.bm

Investor Centre:
www.investorcentre.co.uk

Investor Centre:
www.investorcentre.com/hk

Investor Centre:
www.investorcentre.com/bm

Any enquiries relating to ADSs should be sent to the depositary:


The Bank of New York Mellon
Depositary Receipts
PO Box 30170
College Station, TX 77842-3170
USA
Telephone (US): 1 877 283 5786
Telephone (International): 1 201 680 6825
Email: shrrelations@bnymellon.com
Website: www.computershare.com/us/contact/Pages/default.aspx

Any enquiries relating to shares held through Euroclear France, the settlement and central depositary system for NYSE
Euronext Paris, should be sent to the paying agent:
HSBC France
103, avenue des Champs Elyses
75419 Paris Cedex 08
France
Telephone: 33 1 40 70 22 56
Email: ost-agence-des-titres-hsbc-reims.hbfr-do@hsbc.fr
Website: www.hsbc.fr

If you have elected to receive general shareholder communications directly from HSBC Holdings, it is important to remember
that your main contact for all matters relating to your investment remains the registered shareholder, or perhaps custodian or
broker, who administers the investment on your behalf. Therefore any changes or queries relating to your personal details and
holding (including any administration thereof) must continue to be directed to your existing contact at your investment
manager or custodian. HSBC Holdings cannot guarantee dealing with matters directed to it in error.
Further copies of this Annual Report and Accounts 2015 may be obtained by writing to the following departments:
For those in Europe, the Middle East
and Africa:

For those in Asia-Pacific:

For those in the Americas:

Public Affairs
HSBC Holdings plc
8 Canada Square
London E14 5HQ
United Kingdom

Communications (Asia)
The Hongkong and Shanghai Banking
Corporation Limited
1 Queens Road Central
Hong Kong

Global Publishing Services


HSBC North America
SC1 Level, 452 Fifth Avenue
New York, NY 10018
USA

HSBC HOLDINGS PLC

472

Shareholders may at any time choose to receive corporate communications in printed form or to receive notifications of their
availability on HSBCs website. To receive future notifications of the availability of a corporate communication on HSBCs
website by email, or revoke or amend an instruction to receive such notifications by email, go to www.hsbc.com/ecomms. If
you provide an email address to receive electronic communications from HSBC, we will also send notifications of your dividend
entitlements by email. If you received a notification of the availability of this document on HSBCs website and would like to
receive a printed copy or, if you would like to receive future corporate communications in printed form, please write or send an
email (quoting your shareholder reference number) to the appropriate Registrars at the address given above. Printed copies
will be provided without charge.

Strategic Report

Electronic communications

Chinese translation

Computershare Investor Services PLC


The Pavilions
Bridgwater Road
Bristol BS99 6ZZ
United Kingdom

Please also contact the Registrars if you wish to receive Chinese translations of future documents or if you have received a
Chinese translation of this document and do not wish to receive such translations in future.

Stock symbols
HSBC Holdings ordinary shares trade under the following stock symbols:
London Stock Exchange
Hong Kong Stock Exchange
New York Stock Exchange (ADS)

HSBA
5
HSBC

Euronext Paris
Bermuda Stock Exchange

HSB
HSBC.BH

Investor relations

Corporate Governance

Computershare Hong Kong Investor Services Limited


Rooms 1712-1716, 17th Floor
Hopewell Centre
183 Queens Road East
Hong Kong

Financial Review

A Chinese translation of this Annual Report and Accounts 2015 is available upon request after 18 March 2016 from the
Registrars:

Head of Investor Relations Asia-Pacific


The Hongkong and Shanghai Banking
Corporation Limited
1 Queens Road Central
Hong Kong
852 2822 4908
investorrelations@hsbc.com.hk

Where more information about HSBC is available


This Annual Report and Accounts 2015, and other information on HSBC, may be viewed on HSBCs website: www.hsbc.com.
Reports, statements and information that HSBC Holdings files with the Securities and Exchange Commission are available at
www.sec.gov. Investors can also request hard copies of these documents upon payment of a duplicating fee by writing to the
SEC at the Office of Investor Education and Advocacy, 100 F Street N.E., Washington, DC 20549-0213 or by emailing
PublicInfo@sec.gov. Investors should call the Commission at (202) 551 8090 if they require further assistance. Investors may
also obtain the reports and other information that HSBC Holdings files at www.nyse.com (telephone number (1) 212 656
3000).
HM Treasury has transposed the requirements set out under CRD IV and issued the Capital Requirements Country-by-Country
Reporting Regulations 2013. The legislation requires HSBC Holdings to publish additional information in respect of the year
ended 31 December 2015 by 31 December 2016. This information will be available at the time on HSBCs website:
www.hsbc.com.

HSBC HOLDINGS PLC

473

Shareholder Information

Senior Manager Investor Relations


HSBC Holdings plc
8 Canada Square
London E14 5HQ
United Kingdom
Telephone: 44 (0) 20 7991 3643
Email: investorrelations@hsbc.com

Financial Statements

Enquiries relating to HSBCs strategy or operations may be directed to:

This simplified Group structure of principal subsidiaries is at 31 December 2015.


Not all intermediate holding companies are shown.
Unless shown otherwise, all subsidiaries are wholly owned.
A complete list of all of the Groups related undertakings is contained on pages 457 to 469.

Shareholder information (continued)

Organisation chart / Taxation of shares and dividends

HSBC HOLDINGS PLC

474

within the charge to UK corporation tax are also not


entitled to tax credits on any dividends received (even if
received before 6 April 2016).

Taxation UK residents

If the conditions for exemption are not met or cease to be


satisfied, or a shareholder within the charge to UK
corporation tax elects for an otherwise exempt dividend to
be taxable, the shareholder will be subject to UK
corporation tax on dividends received from HSBC Holdings
at the rate of corporation tax applicable to that
shareholder.

The following is a summary, under current law, of certain UK


tax considerations that are likely to be material to the
ownership and disposition of HSBC Holdings ordinary
shares. The summary does not purport to be a
comprehensive description of all the tax considerations that
may be relevant to a holder of shares. In particular, the
summary deals with shareholders who are resident solely in
the UK for UK tax purposes and only with holders who hold
the shares as investments and who are the beneficial owners
of the shares, and does not address the tax treatment of
certain classes of holders such as dealers in securities.
Holders and prospective purchasers should consult their own
advisers regarding the tax consequences of an investment
in shares in light of their particular circumstances, including
the effect of any national, state or local laws.

Strategic Report

Taxation of shares and


dividends

Information on the taxation consequences of the HSBC


Holdings scrip dividends offered in lieu of the 2014 fourth
interim dividend and the first, second and third interim
dividends for 2015 was set out in the Secretarys letters to
shareholders of 20 March, 5 June, 26 August and
4 November 2015. In no case was the difference between
the cash dividend foregone and the market value of the
scrip dividend in excess of 15% of the market value.
Accordingly, for individual shareholders, the amount of the
dividend income chargeable to tax, and, the acquisition
price of the HSBC Holdings ordinary shares for UK capital
gains tax purposes, was the cash dividend foregone.

Taxation of dividends
Currently no tax is withheld from dividends paid by
HSBC Holdings.
UK resident individuals: periods to 5 April 2016

Financial Review

Scrip dividends

For capital gains tax purposes, the acquisition cost for


ordinary shares is adjusted to take account of subsequent
rights and capitalisation issues. Any capital gain arising on a
disposal by a UK company may also be adjusted to take
account of indexation allowance. If in doubt, shareholders
are recommended to consult their professional advisers.
Stamp duty and stamp duty reserve tax
Transfers of shares by a written instrument of transfer
generally will be subject to UK stamp duty at the rate of 0.5%
of the consideration paid for the transfer, and such stamp
duty is generally payable by the transferee.

UK resident individuals: periods from 6 April 2016


If draft legislation for the Finance Bill 2016 is enacted in its
current form, the dividend tax credit will be abolished from
6 April 2016, to be replaced by a 5,000 annual exemption
for dividend income received by individual shareholders. In
addition, the income tax rates on dividend income outside
the 5,000 annual allowance would change to 7.5% for
basic rate taxpayers, 32.5% for higher rate taxpayers and
38.1% for additional rate taxpayers.

An agreement to transfer shares, or any interest therein,


normally will give rise to a charge to stamp duty reserve tax
at the rate of 0.5% of the consideration. However, provided
an instrument of transfer of the shares is executed pursuant
to the agreement and duly stamped before the date on
which the stamp duty reserve tax becomes payable, under
the current practice of UK HM Revenue and Customs
(HMRC) it will not be necessary to pay the stamp duty
reserve tax, nor to apply for such tax to be cancelled. Stamp
duty reserve tax is generally payable by the transferee.

UK resident companies
Shareholders that are within the charge to UK corporation
tax should generally be entitled to an exemption from UK
corporation tax on any dividends received from HSBC
Holdings. However, the exemptions are not comprehensive
and are subject to anti-avoidance rules. Shareholders

Paperless transfers of shares within CREST, the UKs paperless


share transfer system, are liable to stamp duty reserve tax at
the rate of 0.5% of the consideration. In CREST transactions,
the tax is calculated and payment made automatically.

HSBC HOLDINGS PLC

475

Financial Statements

For individual shareholders who are resident in the UK for


taxation purposes and liable to UK income tax at the basic
rate, no further UK income tax liability arises on the receipt
of a dividend from HSBC Holdings. Individual shareholders
who are liable to UK income tax at the higher rate or
additional rate are taxed on the combined amount of the
dividend and the tax credit at the dividend upper rate
(currently 32.5%) and the dividend additional rate
(currently 37.5%), respectively. The tax credit is available
for set-off against the dividend upper rate and the dividend
additional rate liability. Individual UK resident shareholders
are not entitled to any tax credit repayment.

Shareholder Information

The computation of the capital gains tax liability arising on


disposals of shares in HSBC Holdings by shareholders subject
to UK tax on capital gains can be complex, partly depending
on whether, for example, the shares were purchased since
April 1991, acquired in 1991 in exchange for shares in The
Hongkong and Shanghai Banking Corporation Limited, or
acquired subsequent to 1991 in exchange for shares in other
companies.

Corporate Governance

Taxation of capital gains

For periods up to 5 April 2016 dividends are paid with an


associated tax credit which is available for set-off by certain
individual shareholders against any liability they may have
to UK income tax. Currently, the associated tax credit is
equivalent to 10% of the combined cash dividend and tax
credit, i.e. one-ninth of the cash dividend.

Shareholder information (continued)


Taxation of shares and dividends

holder generally will be subject to US taxation at preferential


rates. Based on the companys audited financial statements
and relevant market and shareholder data, HSBC Holdings
does not anticipate being classified as a passive foreign
investment company. Accordingly, dividends paid on the
shares or ADSs generally should be treated as qualified
dividends.

Deposits of shares into CREST generally will not be subject to


stamp duty reserve tax, unless the transfer into CREST is itself
for consideration. Following the case HSBC pursued before
the European Court of Justice (Case C-569/07 HSBC Holdings
plc and Vidacos Nominees Ltd v The Commissioners for HM
Revenue & Customs) and a subsequent case in relation to
depositary receipts, HMRC now accepts that the charge to
stamp duty reserve tax at 1.5% on the issue of shares to a
depositary receipt issuer or a clearance service is prohibited.

Taxation of capital gains


Gains realised by a US holder on the sale or other disposition
of shares or ADSs normally will not be subject to UK taxation
unless at the time of the sale or other disposition the holder
carries on a trade, profession or vocation in the UK through a
branch or agency or permanent establishment and the
shares or ADSs are or have been used, held or acquired for
the purposes of such trade, profession, vocation, branch or
agency or permanent establishment. Such gains will be
included in income for US tax purposes, and will be longterm capital gains if the shares or ADSs were held for more
than one year. A long-term capital gain realised by an
individual US holder generally will be subject to US tax at
preferential rates.

Taxation US residents
The following is a summary, under current law, of the
principal UK tax and US federal income tax considerations
that are likely to be material to the ownership and
disposition of shares or American Depositary Shares (ADSs)
by a holder that is a resident of the US for US federal income
tax purposes (a US holder) and who is not resident in the
UK for UK tax purposes.
The summary does not purport to be a comprehensive
description of all of the tax considerations that may be
relevant to a holder of shares or ADSs. In particular, the
summary deals only with US holders that hold shares or ADSs
as capital assets, and does not address the tax treatment of
holders that are subject to special tax rules, such as banks,
tax-exempt entities, insurance companies, dealers in
securities or currencies, persons that hold shares or ADSs as
part of an integrated investment (including a straddle)
comprised of a share or ADS and one or more other
positions, and persons that own, directly or indirectly, 10% or
more of the voting stock of HSBC Holdings. This discussion
is based on laws, treaties, judicial decisions and regulatory
interpretations in effect on the date hereof, all of which are
subject to change.

Inheritance tax
Shares or ADSs held by an individual whose domicile is
determined to be the US for the purposes of the United
States-United Kingdom Double Taxation Convention relating
to estate and gift taxes (the Estate Tax Treaty) and who is
not for such purposes a national of the UK will not, provided
any US federal estate or gift tax chargeable has been paid, be
subject to UK inheritance tax on the individuals death or on
a lifetime transfer of shares or ADSs except in certain cases
where the shares or ADSs (i) are comprised in a settlement
(unless, at the time of the settlement, the settlor was
domiciled in the US and was not a national of the UK),
(ii) are part of the business property of a UK permanent
establishment of an enterprise, or (iii) pertain to a UK
fixed base of an individual used for the performance of
independent personal services. In such cases, the Estate Tax
Treaty generally provides a credit against US federal tax
liability for the amount of any tax paid in the UK in a case
where the shares or ADSs are subject to both UK inheritance
tax and to US federal estate or gift tax.

Holders and prospective purchasers should consult their own


advisers regarding the tax consequences of an investment in
shares or ADSs in light of their particular circumstances,
including the effect of any national, state or local laws.
Any US federal tax advice included in this Annual Report and
Accounts 2015 is for informational purposes only; it was not
intended or written to be used, and cannot be used, for the
purpose of avoiding US federal tax penalties.
Taxation of dividends

Stamp duty and stamp duty reserve tax ADSs

Currently no tax is withheld from dividends paid by HSBC


Holdings. For US tax purposes, a US holder must include cash
dividends paid on the shares or ADSs in ordinary income on
the date that such holder or the ADS depositary receives
them, translating dividends paid in UK pounds sterling into
US dollars using the exchange rate in effect on the date of
receipt. A US holder that elects to receive shares in lieu of
a cash dividend must include in ordinary income the fair
market value of such shares on the dividend payment date,
and the tax basis of those shares will equal such fair market
value.

If shares are transferred to a clearance service or American


Depositary Receipt (ADR) issuer (which will include a
transfer of shares to the Depositary) under the current
HMRC practice UK stamp duty and/or stamp duty reserve tax
will be payable. The stamp duty or stamp duty reserve tax
is generally payable on the consideration for the transfer and
is payable at the aggregate rate of 1.5%.
The amount of stamp duty reserve tax payable on such
a transfer will be reduced by any stamp duty paid in
connection with the same transfer.

Subject to certain exceptions for positions that are held for


less than 61 days or are hedged, and subject to a foreign
corporation being considered a qualified foreign corporation
(which includes not being classified for US federal income tax
purposes as a passive foreign investment company), certain
dividends (qualified dividends) received by an individual US

No stamp duty will be payable on the transfer of, or


agreement to transfer, an ADS, provided that the ADR and
any separate instrument of transfer or written agreement to
transfer remain at all times outside the UK, and provided
further that any such transfer or written agreement to
transfer is not executed in the UK. No stamp duty reserve

HSBC HOLDINGS PLC

476

tax will be payable on a transfer of, or agreement to transfer,


an ADS effected by the transfer of an ADR.
Strategic Report

US backup withholding tax and information reporting

Shareholder Information

Financial Statements

Corporate Governance

Financial Review

Distributions made on shares or ADSs and proceeds from the


sale of shares or ADSs that are paid within the US, or through
certain financial intermediaries to US holders, are subject to
information reporting and may be subject to a US backup
withholding tax unless, in general, the US holder complies
with certain certification procedures or is a corporation or
other person exempt from such withholding. Holders that
are not US persons generally are not subject to information
reporting or backup withholding tax, but may be required to
comply with applicable certification procedures to establish
that they are not US persons in order to avoid the application
of such information reporting requirements or backup
withholding tax to payments received within the US
or through certain financial intermediaries.

HSBC HOLDINGS PLC

477

Shareholder information (continued)


Cautionary statement / Certain defined terms / Abbreviations

Cautionary statement
regarding forward-looking
statements

changes in government policy and regulation, including


the monetary, interest rate and other policies of central
banks and other regulatory authorities; initiatives to
change the size, scope of activities and interconnectedness
of financial institutions in connection with the
implementation of stricter regulation of financial
institutions in key markets worldwide; revised capital and
liquidity benchmarks which could serve to deleverage bank
balance sheets and lower returns available from
the current business model and portfolio mix; imposition
of levies or taxes designed to change business mix and risk
appetite; the practices, pricing or responsibilities of
financial institutions serving their consumer markets;
expropriation, nationalisation, confiscation of assets
and changes in legislation relating to foreign ownership;
changes in bankruptcy legislation in the principal markets
in which we operate and the consequences thereof;
general changes in government policy that may
significantly influence investor decisions; extraordinary
government actions as a result of current market turmoil;
other unfavourable political or diplomatic developments
producing social instability or legal uncertainty which in
turn may affect demand for our products and services; the
costs, effects and outcomes of product regulatory reviews,
actions or litigation, including any additional compliance
requirements; and the effects of competition in the
markets where we operate including increased
competition from non-bank financial services companies,
including securities firms; and

The Annual Report and Accounts 2015 contains certain


forward-looking statements with respect to HSBCs
financial condition, results of operations, capital position
and business.
Statements that are not historical facts, including
statements about HSBCs beliefs and expectations, are
forward-looking statements. Words such as expects,
anticipates, intends, plans, believes, seeks, estimates,
potential and reasonably possible, variations of these
words and similar expressions are intended to identify
forward-looking statements. These statements are based
on current plans, estimates and projections, and therefore
undue reliance should not be placed on them. Forwardlooking statements speak only as of the date they are
made. HSBC makes no commitment to revise or update
any forward-looking statements to reflect events or
circumstances occurring or existing after the date of any
forward-looking statements.
Written and/or oral forward-looking statements may also
be made in the periodic reports to the US Securities and
Exchange Commission, summary financial statements to
shareholders, proxy statements, offering circulars and
prospectuses, press releases and other written materials,
and in oral statements made by HSBCs Directors, officers
or employees to third parties, including financial analysts.

factors specific to HSBC, including discretionary RWA


growth and our success in adequately identifying the
risks we face, such as the incidence of loan losses or
delinquency, and managing those risks (through account
management, hedging and other techniques). Effective
risk management depends on, among other things, our
ability through stress testing and other techniques to
prepare for events that cannot be captured by the
statistical models it uses; and our success in addressing
operational, legal and regulatory, and litigation
challenges, notably compliance with the DPA.

Forward-looking statements involve inherent risks and


uncertainties. Readers are cautioned that a number of
factors could cause actual results to differ, in some
instances materially, from those anticipated or implied in
any forward-looking statement. These include, but are not
limited to:
changes in general economic conditions in the markets
in which we operate, such as continuing or deepening
recessions and fluctuations in employment beyond
those factored into consensus forecasts; changes in
foreign exchange rates and interest rates; volatility in
equity markets; lack of liquidity in wholesale funding
markets; illiquidity and downward price pressure in
national real estate markets; adverse changes in central
banks policies with respect to the provision of liquidity
support to financial markets; heightened market
concerns over sovereign creditworthiness in overindebted countries; adverse changes in the funding
status of public or private defined benefit pensions;
and consumer perception as to the continuing
availability of credit and price competition in the market
segments we serve;

Certain defined terms


Unless the context requires otherwise, HSBC Holdings
means HSBC Holdings plc and HSBC, the Group, we,
us and our refer to HSBC Holdings together with its
subsidiaries. Within this document the Hong Kong Special
Administrative Region of the Peoples Republic of China
is referred to as Hong Kong. When used in the terms
shareholders equity and total shareholders equity,
shareholders means holders of HSBC Holdings ordinary
shares and those preference shares and capital securities
issued by HSBC Holdings classified as equity. The
abbreviations $m and $bn represent millions and
billions (thousands of millions) of US dollars, respectively.

HSBC HOLDINGS PLC

478

Abbreviations

B
Barion
Basel Committee
Basel II1
Basel III1
BBA
BoCom
BoE
Bps1
BRL
BSA
BSM
BVI

Barion Funding Limited, a term-funding vehicle


Basel Committee on Banking Supervision
2006 Basel Capital Accord
Basel Committees reforms to strengthen global capital and liquidity rules
British Bankers Association
Bank of Communications Co., Limited, one of Chinas largest banks
Bank of England
Basis points. One basis point is equal to one-hundredth of a percentage point
Brazilian real
Bank Secrecy Act (US)
Balance Sheet Management
British Virgin Islands

C
CA$
CAPM
CCA
CCB1
CCR1
CCyB1
CDS1
CEA
CET11
CGU
CMB
CML1
COSO
CP1
CRD1
CRR1
CRR/CRD IV
CVA1

Canadian dollar
Capital Asset Pricing Model
Consumer Credit Act (UK)
Capital conservation buffer
Counterparty credit risk
Countercyclical capital buffer
Credit default swap
Commodities Exchange Act (US)
Common equity tier 1
Cash-generating unit
Commercial Banking, a global business
Consumer and Mortgage Lending (US)
2013 Committee of the Sponsors of the Treadway Commission (US)
Commercial paper
Capital Requirements Directive
Customer risk rating
Capital Requirements Regulation and Directive
Credit valuation adjustment

D
DANY DPA
Decision One
Deferred Shares

Dodd-Frank
DoJ
DPA
DPF
DVA1

Two-year deferred prosecution agreement with the New York County District Attorney (US)
Decision One Mortgage Company LLC
Awards of Deferred Shares define the number of HSBC Holdings ordinary shares to which the employee will become
entitled, generally between one and three years from the date of the award, and normally subject to the individual
remaining in employment
Dodd-Frank Wall Street Reform and Consumer Protection Act (US)
Department of Justice (US)
Deferred Prosecution Agreement (US)
Discretionary participation feature of insurance and investment contracts
Debit valuation adjustment

E
EAD1
EBA
EC
ECB
EGP
EL1
EMIR

Exposure at default
European Banking Authority
European Commission
European Central Bank
Egyptian pound
Expected loss
European Market Infrastructure Regulation (EU)

HSBC HOLDINGS PLC

479

Financial Review

Australian dollar
Asset-backed security
Advances to core funding
American Depositary Receipt
American Depositary Share
Average interest-earning assets
Asset, Liability and Capital Management
Asset and Liability Management Committee
Anti-money laundering
Adjustable-rate mortgage
Argentine peso
Assets under management

Corporate Governance

A$
ABS1
ACF
ADR
ADS
AIEA
ALCM
ALCO
AML
ARM1
ARS
AUM

Financial Statements

Strategic Report

Brief description

Shareholder Information

Abbreviation

Shareholder information (continued)


Abbreviations

Abbreviation

Brief description

EU
Euribor

European Union
European Interbank Offered Rate

F
Fannie Mae
FCA Direction
FFVA
First Direct
FPA
FPC
FRB
Freddie Mac
FSB
FSVC
FTE
FTSE
FuM

Federal National Mortgage Association (US)


Undertaking originally with the Financial Services Authority (subsequently with the Financial Conduct Authority) to
comply with certain forward-looking obligations with respect to AML and sanctions requirements
Funding fair value adjustment estimation methodology on derivative contracts
A division of HSBC Bank plc
Fixed pay allowance
Financial Policy Committee (UK)
Federal Reserve Board (US)
Federal Home Loan Mortgage Corporation (US)
Financial Stability Board
Financial System Vulnerabilities Committee
Full-time equivalent staff
Financial Times Stock Exchange index
Funds under management

G
GAAP
GAC
GB&M
GDP
GMB
GPB
GPSP
GRC
Group
G-SIB1
G-SII

Generally accepted accounting principles


Group Audit Committee
Global Banking and Markets, a global business
Gross domestic product
Group Management Board
Global Private Banking, a global business
Group Performance Share Plan
Group Risk Committee
HSBC Holdings together with its subsidiary undertakings
Global systemically important bank
Global systemically important institution

H
Hang Seng Bank
HK$
HKMA
HNAH
Hong Kong
HSBC
HSBC Bank
HSBC Bank Middle East
HSBC Bank USA
HSBC Canada
HSBC Finance
HSBC France
HSBC Holdings
HSBC Premier
HSBC Private Bank (Suisse)
HSBC USA
HSI
HSSL
HTIE

Hang Seng Bank Limited, one of Hong Kongs largest banks


Hong Kong dollar
Hong Kong Monetary Authority
HSBC North America Holdings Inc.
Hong Kong Special Administrative Region of the Peoples Republic of China
HSBC Holdings together with its subsidiary undertakings
HSBC Bank plc
HSBC Bank Middle East Limited
HSBC Bank USA, N.A., HSBCs retail bank in the US
The sub-group, HSBC Bank Canada, HSBC Trust Company Canada, HSBC Mortgage Corporation Canada and HSBC
Securities Canada, consolidated for liquidity purposes
HSBC Finance Corporation, the US consumer finance company (formerly Household International, Inc.)
HSBCs French banking subsidiary, formerly CCF S.A.
HSBC Holdings plc, the parent company of HSBC
HSBCs premium personal global banking service
HSBC Private Bank (Suisse) SA, HSBCs private bank in Switzerland
The sub-group, HSBC USA Inc (the holding company of HSBC Bank USA) and HSBC Bank USA, consolidated for
liquidity purposes
HSBC Securities (USA) Inc.
HSBC Securities Services (Luxembourg)
HSBC International Trust Services (Ireland) Limited

I
IAS
IASB
IFRSs
Industrial Bank
Investor Update
IRB1
ISDA

International Accounting Standards


International Accounting Standards Board
International Financial Reporting Standards
Industrial Bank Co. Limited, a national joint-stock bank in mainland China in which Hang Seng Bank Limited has a
shareholding
The Investor Update in June 2015
Internal ratings-based
International Swaps and Derivatives Association

K
KPMG

KPMG Audit Plc and its affiliates

HSBC HOLDINGS PLC

480

Abbreviation

Brief description

LCR
LFRF
LGD1
Libor
LICs
LMU
LTV1

Liquidity coverage ratio


Liquidity and funding risk management framework
Loss given default
London Interbank Offered Rate
Loan impairment charge and other credit risk provisions
Loan Management Unit, part of Wholesale Credit and Market Risk
Loan-to-value ratio

Strategic Report

Madoff Securities
Mainland China
Malachite
Markets
Mazarin
MBS
MENA
Monoline
MREL
MXN

Bernard L. Madoff Investment Securities LLC


Peoples Republic of China excluding Hong Kong
Malachite Funding Limited, a term-funding vehicle
HSBCs treasury and capital markets services in Global Banking and Markets
Mazarin Funding Limited, an asset-backed CP conduit
US mortgage-backed security
Middle East and North Africa
Monoline insurance company
EU minimum requirements for own funds and eligible liabilities
Mexican peso

N
NII
NSFR
NYSE

Net interest income


Net stable funding ratio
New York Stock Exchange

Financial Review

O
Office of the Comptroller of the Currency (US)
Operational risk management framework
Over-the-counter

P
PCM
PD1
Performance Shares1
Ping An
PPI
PRA
PRC
Premier
Principal plan
PVIF
PwC

Payments and Cash Management


Probability of default
Awards of HSBC Holdings ordinary shares under employee share plans that are subject to corporate performance
conditions
Ping An Insurance (Group) Company of China, Ltd, the second-largest life insurer in the PRC
Payment protection insurance product
Prudential Regulation Authority (UK)
Peoples Republic of China
HSBC Premier, HSBCs premium personal global banking service
HSBC Bank (UK) Pension Scheme
Present value of in-force long-term insurance business and long-term investment contracts with DPF
PricewaterhouseCoopers LLP and its network of firms

Corporate Governance

OCC
ORMF
OTC1

RBWM
Repo1
Reverse repo
RMB
RMM
RNIV
RoRWA
RTS
RWA1

Retail Banking and Wealth Management, a global business


Sale and repurchase transaction
Security purchased under commitments to sell
Renminbi
Risk Management Meeting of the Group Management Board
Risk not in VaR
Return on average risk-weighted assets
Regulatory Technical Standards
Risk-weighted assets

Financial Statements

SE1
SEC
ServCo group
SIC
SME
Solitaire
SPE1
SRB1

Structured entity
Securities and Exchange Commission (US)
Separately incorporated group of service companies planned in response to UK ring-fencing proposals
Securities investment conduit
Small and medium-sized enterprise
Solitaire Funding Limited, a special purpose entity managed by HSBC
Special purpose entity
Systemic Risk Buffer

T
The Hongkong and Shanghai
Banking Corporation
TLAC1
TRL

The Hongkong and Shanghai Banking Corporation Limited, the founding member of HSBC
Total loss absorbing capacity
Turkish lira

HSBC HOLDINGS PLC

481

Shareholder Information

Shareholder information (continued)


Abbreviations / Glossary

Abbreviation

Brief description

TSR

Total shareholder return

U
UAE
UK
$
US
US DPA
US run-off portfolio

United Arab Emirates


United Kingdom
United States dollar
United States of America
Five-year deferred prosecution agreement with the Department of Justice and others (US)
Includes our CML, vehicle finance and Taxpayer Financial Services businesses and insurance, commercial, corporate
and treasury activities in HSBC Finance on an IFRSs management basis

V
VaR1
VIU

Value at risk
Value in use

1 Full definition included in Glossary on page 483.

HSBC HOLDINGS PLC

482

Glossary
Mortgage loans in the US on which the interest rate is periodically changed based on a reference price. These are
included within affordability mortgages.

Affordability mortgages

Mortgage loans where the customers monthly payments are set out at a low initial rate, either variable or fixed,
before resetting to a higher rate once the introductory period is over.

Agency exposures

Exposures to near or quasi-government agencies including public sector entities fully owned by government carrying
out non-commercial activities, provincial and local government authorities, development banks and funds set up
by government.

Alt-A

A US description for loans regarded as lower risk than sub-prime, but with higher risk characteristics than lending
under normal criteria.

Arrears

Customers are said to be in arrears (or in a state of delinquency) when they are behind in fulfilling their obligations,
with the result that an outstanding loan is unpaid or overdue. When a customer is in arrears, the total outstanding
loans on which payments are overdue are described as delinquent.

Asset-backed securities (ABSs)

Securities that represent an interest in an underlying pool of referenced assets. The referenced pool can comprise
any assets which attract a set of associated cash flows but are commonly pools of residential or commercial
mortgages.

B
Back-testing

A statistical technique used to monitor and assess the accuracy of a model, and how that model would have
performed had it been applied in the past.

Bail-inable debt

Bail-in refers to imposition of losses at the point of non-viability (but before insolvency) on bank liabilities (bail-inable
debt) that are not exposed to losses while the institution remains a viable, going concern. Whether by way of
write-down or conversion into equity, this has the effect of recapitalising the bank (although it does not provide
any new funding).

Bank levy

A levy that applies to UK banks, building societies and the UK operations of foreign banks from 1 January 2011. The
amount payable is based on a percentage of the groups consolidated liabilities and equity as at 31 December
after deducting certain items the most material of which are those related to insured deposit balances, tier 1
capital, insurance liabilities, high quality liquid assets and items subject to a legally enforceable net settlement
agreement.

Bank Recovery and Resolution


Directive (BRRD)

A European legislative package issued by the European Commission and adopted by EU Member States. This
directive was finalised in July 2014 and the majority of provisions came into effect on 1 January 2015. This
introduces a common EU framework for how authorities should intervene to address banks which are failing or
are likely to fail. The framework includes early intervention and measures designed to prevent failure and in the
event of bank failure for authorities to ensure an orderly resolution.

Basel II

The capital adequacy framework issued by the Basel Committee on Banking Supervision in June 2006 in the form of
the International Convergence of Capital Measurement and Capital Standards, amended by subsequent changes
to the capital requirements for market risk and re-securitisations, commonly known as Basel 2.5, which took
effect from 31 December 2011.

Basel III

In December 2010, the Basel Committee issued Basel III rules: a global regulatory framework for more resilient
banks and banking systems and International framework for liquidity risk measurement, standards and
monitoring. Together these documents present the Basel Committees reforms to strengthen global capital and
liquidity rules with the goal of promoting a more resilient banking sector. In June 2011, the Basel Committee
issued a revision to the former document setting out the finalised capital treatment for counterparty credit risk in
bilateral trades.

Basis point (bps)

One hundredth of a per cent (0.01%), so 100 basis points is 1%. For example, this is used in quoting movements in
interest rates or yields on securities.

Business model

A term describing how we organise our business activities to create value. HSBC has four global businesses serving
five geographical regions, supported by eleven global functions. Together these operations provide a
comprehensive range of banking and related financial services designed to meet the needs of customers ranging
from individuals to the largest of companies. HSBC operates in many countries, and its services are primarily
delivered by domestic banks, typically with local deposit bases.

Financial Review

Adjustable-rate mortgages
(ARMs)

Corporate Governance

Strategic Report

Definition

Financial Statements

Term

Capital conservation buffer


(CCB)

A capital buffer prescribed by regulators under Basel III and designed to ensure banks build up capital buffers outside
periods of stress which can be drawn down as losses are incurred. Should a banks capital levels fall within the
capital conservation buffer range, capital distributions will be constrained by the regulators.

Capital requirements directive


(CRD)

A capital adequacy legislative package adopted by EU member states. The CRD IV package comprises a recast Capital
Requirements Directive and a new Capital Requirements Regulation. The package implements the Basel III capital
proposals together with transitional arrangements for some of its requirements. CRD IV came into force on 1
January 2014.

Capital securities

Capital securities include perpetual subordinated capital securities and contingent convertible capital securities.

Central counterparty (CCP)

An intermediary between a buyer and a seller (generally a clearing house).

Clawback

Remuneration already paid to an individual, which has to be returned to an organisation under certain
circumstances.

HSBC HOLDINGS PLC

483

Shareholder Information

Shareholder information (continued)


Glossary

Term

Definition

Collateralised debt obligation


(CDO)

A security issued by a third-party which references ABSs and/or certain other related assets purchased by the issuer.
CDOs may feature exposure to sub-prime mortgage assets through the underlying assets.

Collectively assessed
impairment

Impairment assessment on a collective basis for homogeneous groups of loans that are not considered individually
significant and to cover losses which have been incurred but have not yet been identified on loans subject to
individual assessment.

Commercial paper (CP)

An unsecured, short-term debt instrument issued by a corporation, typically for the financing of accounts
receivable, inventories and meeting short-term liabilities. The debt is usually issued at a discount, reflecting
prevailing market interest rates.

Commercial real estate

Any real estate, comprising buildings or land, intended to generate a profit, either from capital gain or rental income.

Common equity tier 1 capital


(CET1)

The highest quality form of regulatory capital under Basel III that comprises common shares issued and related share
premium, retained earnings and other reserves excluding the cash flow hedging reserve, less specified regulatory
adjustments.

CET 1 ratio

A Basel III measure of CET 1 capital expressed as percentage of total risk exposure amount.

Compliance risk

The risk that the Group fails to observe the letter and spirit of all relevant laws, codes, rules, regulations and
standards of good market practice, and incurs fines and penalties and suffers damage to its business as a
consequence.

Comprehensive Capital
Analysis and Review (CCAR)

CCAR is an annual exercise by the FRB to ensure that institutions have robust, forward-looking capital planning
processes that account for their unique risks and sufficient capital to continue operations throughout times of
economic and financial stress.

Conduits

HSBC sponsors and manages multi-seller conduits and SICs. The multi-seller conduits hold interests in diversified
pools of third-party assets such as vehicle loans, trade receivables and credit card receivables funded through the
issuance of short-dated commercial paper and supported by a liquidity facility. The SICs hold predominantly assetbacked securities referencing such items as commercial and residential mortgages, vehicle loans and credit card
receivables funded through the issuance of both long-term and short-term debt.

Constant currency

A non-GAAP financial measure that adjusts for the year-on-year effects of foreign currency translation differences by
comparing reported results for the reported period with reported results for comparative period retranslated at
exchange rates for the reported period. The foreign currency translation differences reflect the movements of the
US dollar against most major currencies during the reported period.

Constant net asset value fund


(CNAV)

A fund that prices its assets on an amortised cost basis, subject to the amortised book value of the portfolio
remaining within 50 basis points of its market value.

Consumer and Mortgage Lending In the US, the CML portfolio consists of our Consumer Lending and Mortgage Services businesses, which are in run(CML)
off.
The Consumer Lending business offered secured and unsecured loan products, such as first and second lien
mortgage loans, open-ended home equity loans and personal non-credit card loans through branch locations and
direct mail. The majority of the mortgage lending products were for refinancing and debt consolidation rather
than home purchases. In the first quarter of 2009, we discontinued all originations by our Consumer Lending
business.
Prior to the first quarter of 2007, when we ceased loan purchase activity, the Mortgage Services business purchased
non-conforming first and second lien real estate secured loans from unaffiliated third parties. The business also
included the operations of Decision One Mortgage Company (Decision One), which historically originated
mortgage loans sourced by independent mortgage brokers and sold these to secondary market purchasers.
Decision One ceased originations in September 2007.
Contractual maturities

The date on which the final payment (principal or interest) of any financial instrument is due to be paid, at which
point all the remaining outstanding principal and interest have been repaid.

Countercyclical capital buffer


(CCyB)

A capital buffer prescribed by regulators under Basel III which aims to ensure that capital requirements take account
of the macro-financial environment in which banks operate. This will provide the banking sector with additional
capital to protect it against potential future losses, when excess credit growth in the financial system as a whole is
associated with an increase in system-wide risk.

Counterparty credit risk


(CCR)

Counterparty credit risk, in both the trading and non-trading books, is the risk that the counterparty to a transaction
may default before completing the satisfactory settlement of the transaction.

Credit default swap


(CDS)

A derivative contract whereby a buyer pays a fee to a seller in return for receiving a payment in the event of a
defined credit event (e.g. bankruptcy, payment default on a reference asset or assets, or downgrades by a rating
agency) on an underlying obligation (which may or may not be held by the buyer).

Credit enhancements

Facilities used to enhance the creditworthiness of financial obligations and cover losses due to asset default.

Credit risk

Risk of financial loss if a customer or counterparty fails to meet an obligation under a contract. It arises mainly from
direct lending, trade finance and leasing business, but also from products such as guarantees, derivatives and debt
securities.

Credit risk mitigation

A technique to reduce the credit risk associated with an exposure by application of credit risk mitigants such as
collateral, guarantee and credit derivatives.

Credit risk spread

The premium over the benchmark or risk-free rate required by the market to accept a lower credit quality. The yield
spread between securities with the same coupon rate and maturity structure but with different associated credit
risks. The yield spread rises as the credit rating worsens.

Credit spread risk

The risk that movements in credit spreads will affect the value of financial instruments.

Credit valuation adjustment


(CVA)

An adjustment to the valuation of OTC derivative contracts to reflect the creditworthiness of OTC derivative
counterparties.

HSBC HOLDINGS PLC

484

Money deposited by account holders. Such funds are recorded as liabilities.


Activities carried out by HSBC to compensate customers for losses or damages associated with a failure to comply
with regulations. Customer remediation is initiated by HSBC in response to customer complaints, and not
specifically initiated by regulatory action.

Customer risk rating (CRR)

A scale of 23 grades measuring obligor PD.

CVA risk capital charge

A capital charge under CRDIV to cover the risk of mark-to-market losses on expected counterparty risk to derivatives.

D
Debit valuation adjustment
(DVA)

An adjustment made by an entity to the valuation of OTC derivative liabilities to reflect within fair value the entitys
own credit risk.

Debt restructuring

A restructuring by which the terms and provisions of outstanding debt agreements are changed. This is often done in
order to improve cash flow and the ability of the borrower to repay the debt. It can involve altering the
repayment schedule as well as debt or interest charge reduction.

Debt securities

Financial assets on the Groups balance sheet representing certificates of indebtedness of credit institutions, public
bodies or other undertakings, excluding those issued by central banks.

Debt securities in issue

Transferable certificates of indebtedness of the Group to the bearer of the certificates. These are liabilities of the
Group and include certificates of deposits.

Deed-in-lieu

An arrangement in which a borrower surrenders the deed for a property to the lender without going through
foreclosure proceedings and is subsequently released from any further obligations on the loan.

Defined benefit obligation

The present value of expected future payments required to settle the obligations of a defined benefit plan resulting
from employee service.

Deposits by banks

All deposits received from domestic and foreign banks, excluding deposits or liabilities in the form of debt securities
or for which transferable certificates have been issued.

Down-shock

Term given to the effect on our future net interest income of an incremental parallel fall in all yield curves worldwide
at the beginning of each quarter during the 12 months from 1 January 2015, assuming no management response.
An equivalent rise in yield curves is referred to as an up-shock.

E
Economic capital

The internally calculated capital requirement which is deemed necessary by HSBC to support the risks to which it is
exposed.

Economic profit

The difference between the return on financial capital invested by shareholders and the cost of that capital.
Economic profit may be expressed as a whole number or as a percentage.

Economic Value of Equity


(EVE) sensitivity

Considers all re-pricing mismatches in the current balance sheet and calculates the change in market value that
would result from a set of defined interest rate shocks.

Encumbered assets

Assets on our balance sheet which have been pledged as collateral against an existing liability.

Enhanced Variable Net Asset


Value Fund (ENAV)

A fund that prices its assets on a fair value basis. Consequently, process may change from one day to the next.

Equator Principles

The Equator Principles are used by financial institutions to reduce the potential impact of large projects, which they
finance, on people or on the environment.

Equity risk

The risk arising from positions, either long or short, in equities or equity-based instruments, which create exposure
to a change in the market price of the equities or equity instruments.

Eurozone

The 18 European Union countries using the euro as their common currency. The 18 countries are Austria, Belgium,
Cyprus, Estonia, Finland, France, Germany, Greece, Ireland, Italy, Latvia, Luxembourg, Malta, Netherlands,
Portugal, Slovakia, Slovenia and Spain.

Expected loss
(EL)

A regulatory calculation of the amount expected to be lost on an exposure using a 12-month time horizon and
downturn loss estimates. EL is calculated by multiplying the PD (a percentage) by the EAD (an amount) and LGD (a
percentage).

Exposure

A claim, contingent claim or position which carries a risk of financial loss.

Exposure at default
(EAD)

Under the standardised approach, the amount expected to be outstanding after any credit risk mitigation, if and
when the counterparty defaults. Under IRB, the amount outstanding if and when the counterparty defaults. EAD
reflects drawn balances as well as allowances for undrawn amounts of commitments and contingent exposures.

Strategic Report

Customer deposits
Customer remediation

Financial Review

Client revenue generated from serving the international subsidiaries of clients outside of the market where the
parent is based; tracked using HSBC internal client data.

Corporate Governance

Definition

Cross-border revenue

Financial Statements

Term

Fair value adjustment

An adjustment to the fair value of a financial instrument which is determined using a valuation technique (level 2 and
level 3) to include additional factors that would be considered by a market participant that are not incorporated
within the valuation model.

Fiduciary risk

The risk to the Group of breaching its fiduciary duties where it acts in a fiduciary capacity as trustee, investment
manager or as mandated by law or regulation.

Financial Conduct Authority


(FCA)

The Financial Conduct Authority regulates the conduct of financial firms and, for certain firms, prudential standards
in the UK. It has a strategic objective to ensure that the relevant markets function well.

Financial Policy Committee


(FPC)

The Financial Policy Committee at the BoE is charged with a primary objective of identifying, monitoring and taking
action to remove or reduce systemic risks with a view to protecting and enhancing the resilience of the UK
financial system. The FPC has a secondary objective to support the economic policy of the UK Government.

HSBC HOLDINGS PLC

485

Shareholder Information

Shareholder information (continued)


Glossary

Term

Definition

First lien

A security interest granted over an item of property to secure the repayment of a debt that places its holder first in
line to collect repayment from the sale of the underlying collateral in the event of a default on the debt.

Forbearance strategies

Employed in order to improve the management of customer relationships, maximise collection opportunities and, if
possible, avoid default, foreclosure or repossession. Such arrangements include extended payment terms, a
reduction in interest or principal repayments, approved external debt management plans, debt consolidations,
the deferral of foreclosures, other modifications and re-ages.

Funded exposure
Funding risk

A situation where the notional amount of a contract is or has been exchanged.


A form of liquidity risk arising when the liquidity needed to fund illiquid asset positions cannot be obtained at the
expected terms and when required.

G
Gap risk

The risk of financial loss arising from a significant change in market price with no accompanying trading opportunity.

Global functions

Global functions establish and manage all policies, processes and delivery platforms relevant to their activities. There
are 11: Global Communications; Global Company Secretary; Global Finance; Global HR; Global Internal Audit;
Global Legal; Global Marketing; Global Risk (including Compliance); Global Sustainability; HSBC Operations,
Services and Technology; and Strategy and Planning.

Global systemically important bank The FSB established in November 2011 a methodology to identify G-SIBs based on 12 principal indicators.
(G-SIB)
Designation will result in the application of a CET1 buffer between 1% and 3.5%, to be phased in by 1 January
2019.
The list of G-SIBs is re-assessed through annual re-scoring of banks and a triennial review of the methodology.
National regulators have discretion to introduce higher charges than the minima. In CRD IV this is implemented
via the Global Systemically Important Institutions (G-SII) Buffer.
The requirements, initially for those banks identified in November 2014 as G-SIBs, are being phased in from
1 January 2016, becoming fully effective on 1 January 2019. National regulators have discretion to introduce
higher thresholds than the minima.
Government-sponsored
enterprises (GSEs)

A group of financial services enterprises created by the US Congress to reduce the cost of capital for certain
borrowing sectors of the economy, and to make them more efficient and transparent. Examples in the residential
mortgage borrowing segment are Freddie Mac and Fannie Mae. GSEs carry the implicit backing, but are not direct
obligations, of the US government.

GPSP Awards

Awards that define the number of HSBC Holdings ordinary shares to which the employee will become entitled,
generally five years from the date of the award, and normally subject to individual remaining in employment. The
shares to which the employee becomes entitled are subject to a retention requirement until cessation of
employment.

Guarantee

An undertaking by a party to pay a creditor should a debtor fail to do so.

H
Haircut

A discount applied by management when determining the amount at which an asset can be realised. The discount
takes into account the method of realisation including the extent to which an active market for the asset exists.
With respect to credit risk mitigation, a downward adjustment to collateral value to reflect any currency or
maturity mismatches between the credit risk mitigant and the underlying exposure to which it is being applied.
Also a valuation adjustment to reflect any fall in value between the date the collateral was called and the date of
liquidation or enforcement.

Historical rating transition


matrices

The probability of a counterparty with a particular rating moving to a different rating over a defined time horizon.

Home equity lines of credit


(HELoCs)

A form of revolving credit facility provided to US customers, which is supported in the majority of cases by a second
lien or lower ranking charge over residential property. Holdings of HELoCs are classified as sub-prime.

I
Impaired loans

Loans where the Group does not expect to collect all the contractual cash flows or expects to collect them later than
they are contractually due.

Impairment allowances

Managements best estimate of losses incurred in the loan portfolios at the balance sheet date.

Individually assessed
impairment

Exposure to loss is assessed on all individually significant accounts and all other accounts that do not qualify for
collective assessment.

Insurance manufacturing

The writing of contracts that fall within the scope of insurance regulation by a Group subsidiary authorised to write
such business. The risks and rewards of writing the insurance business are retained by HSBC (or reinsured in line
with our reinsurance strategy). The balance sheet analysis presented in the Risk Management of Insurance
Operations section shows the aggregated full balance sheets of these entities.

Insurance risk

A risk, other than a financial risk, transferred from the holder of a contract to the insurance provider. The principal
insurance risk is that, over time, the cost of the contract, including claims and benefits may exceed the total
amount of premiums and investment income received.

Internal Capital Adequacy


Assessment Process

The Groups own assessment of the levels of capital that it needs to hold through an examination of its risk profile
from regulatory and economic capital viewpoints.

Internal Model Method

One of three approaches defined in the Basel Framework to determine exposure values for counterparty credit risk.

Internal ratings-based approach


(IRB)

A method of calculating credit risk capital requirements using internal, rather than supervisory, estimates of risk
parameters.

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Definition

Invested capital

Equity capital invested in HSBC by its shareholders, adjusted for certain reserves and goodwill previously amortised
or written off.

Investment grade

Represents a risk profile similar to a rating of BBB- or better, as defined by an external rating agency.

IRB advanced approach


(AIRB)

A method of calculating credit risk capital requirements using internal PD, LGD and EAD models.

IRB foundation approach


(FIRB)

A method of calculating credit risk capital requirements using internal PD models but with supervisory estimates of
LGD and conversion factors for the calculation of EAD.

ISDA Master agreement

Standardised contract developed by ISDA used as an umbrella contract under which bilateral derivatives contracts
are entered into.

Strategic Report

Term

K
Key management personnel

Directors and Group Managing Directors of HSBC Holdings.

Legacy credit in GB&M

A separately identifiable, discretely managed business comprising Solitaire Funding Limited, the securities
investment conduits, the asset-backed securities trading portfolios and credit correlation portfolios, derivative
transactions entered into directly with monoline insurers, and certain other structured credit transactions.

Legal proceedings

Civil court, arbitration or tribunal proceedings brought against HSBC companies (whether by way of claim or
counterclaim) or civil disputes that may, if not settled, result in court, arbitration or tribunal proceedings.

Legal risk

The risk of financial loss, sanction and/or reputational damage resulting from contractual risk (the risk that the rights
and/or obligations of a Group member within a contractual relationship are defective); dispute risk (the risk due
to an adverse dispute environment or the management of potential or actual disputes); legislative risk (the risk
that a Group member fails to adhere to laws of the jurisdiction in which it operates); and non-contractual rights
risk (the risk that a Group members assets are not properly owned or are infringed by others or the infringement
by a Group member of another partys rights).
Financial instruments with quoted prices for identical instruments in active markets.

Level 3 valuation technique with Financial instruments valued using valuation techniques where one or more significant inputs are unobservable.
significant unobservable inputs
Leveraged finance

Funding provided for entities with higher than average indebtedness, which typically arises from sub-investment
grade acquisitions or event-driven financing.

Leverage ratio

A measure which is the ratio of tier 1 capital to total exposures. Total exposures include on-balance sheet items, offbalance sheet items and derivatives, and should generally follow the accounting measure of exposure. This
supplementary measure to the risk-based capital requirements is intended to constrain the build-up of excess
leverage in the banking sector.

Liquidity coverage ratio


(LCR)

The ratio of the stock of high quality liquid assets to expected net cash outflows over the following 30 days. High
quality liquid assets should be unencumbered, liquid in markets during a time of stress and, ideally, be central
bank eligible.

Liquidity enhancement

Liquidity enhancement makes funds available if required for reasons other than asset default, e.g. to ensure timely
repayment of maturing commercial paper.

Liquidity risk

The risk that HSBC does not have sufficient financial resources to meet its obligations as they fall due, or will have to
do so at an excessive cost. This risk arises from mismatches in the timing of cash flows.

Loan modification

An account management action that results in a change to the original terms and conditions of a loan either
temporarily or permanently without resetting its delinquency status, except in case of a modification re-age
where delinquency status is also reset to up-to-date. Account modifications may include revisions to one or more
terms of the loan including, but not limited to, a change in interest rate, extension of the amortisation period,
reduction in payment amount and partial forgiveness or deferment of principal.

Loan re-age

An account management action that results in the resetting of the contractual delinquency status of an account to
up-to-date upon fulfilment of certain requirements which indicate that payments are expected to be made in
accordance with the contractual terms.

Loans past due

Loans on which repayments are overdue.

Loan-to-value ratio (LTV)

A mathematical calculation that expresses the amount of the loan as a percentage of the value of security. A high
LTV indicates that there is less cushion to protect the lender against house price falls or increases in the loan if
repayments are not made and interest is added to the outstanding loan balance.

Loss given default (LGD)

The estimated ratio (percentage) of the loss on an exposure to the amount outstanding at default (EAD) upon default
of a counterparty.

Loss severity

The realised amount of losses incurred (including ancillary amounts owed) when a loan is foreclosed or disposed of
through the arrangement with the borrower. The loss severity is represented as a percentage of the outstanding
loan balance.

M
Malus

An arrangement that permits an organisation to prevent vesting of all or part of the amount of a deferred
remuneration award in relation to risk outcomes or performance.

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Corporate Governance

Financial instruments with quoted prices for similar instruments in active markets or quoted prices for identical or
similar instruments in inactive markets and financial instruments valued using models where all significant
inputs are observable.

Financial Statements

Level 2 valuation technique


using observable inputs

Shareholder Information

Level 1 quoted market price

Financial Review

Shareholder information (continued)


Glossary

Term

Definition

Market risk

The risk that movements in market risk factors, including foreign exchange rates and commodity prices, interest
rates, credit spreads and equity prices will reduce income or portfolio values.

Medium term notes (MTNs)

Issued by corporates across a range of maturities. Under MTN Programmes notes are offered on a regular and
continuous basis to investors.

Mortgage-backed securities
(MBSs)

Securities that represent interests in groups of mortgages, which may be on residential or commercial properties.
Investors in these securities have the right to cash received from future mortgage payments (interest and/or
principal). When the MBS references mortgages with different risk profiles, the MBS is classified according to the
highest risk class.

Mortgage-related assets

Referenced to underlying mortgages.

Mortgage vintage

The year a mortgage was originated.

N
Negative equity mortgages

Equity is the value of the asset less the outstanding balance on the loan. Negative equity arises when the value of the
property purchased is below the balance outstanding on the loan.

Net asset value per share

Total shareholders equity, less non-cumulative preference shares and capital securities, divided by the number of
ordinary shares in issue.

Net interest income

The amount of interest received or receivable on assets net of interest paid or payable on liabilities.

Net interest income sensitivity

Considers all pricing mismatches in the current balance sheet, with suitable assumptions for balance sheet growth in
the future, and calculates the change in net interest income that would result from a set of defined interest rate
shocks.

Net principal exposure

The gross principal amount of a financial asset after taking account of credit protection purchased but excluding the
effect of any counterparty credit valuation adjustment to that protection. It includes assets that benefit from
monoline protection, except where this protection is purchased with a CDS.

Net stable funding ratio


(NSFR)

The ratio of available stable funding to required stable funding over a one year time horizon, assuming a stressed
scenario. Available stable funding would include items such as equity capital, preferred stock with a maturity of
over one year and liabilities with an assessed maturity of over one year. The Basel III rules require this ratio to be
over 100% with effect from 2018. The NSFR is still subject to an observation period and review to address any
unintended consequences.

Non-conforming mortgages

US mortgages that do not meet normal lending criteria. Examples include mortgages where the expected level of
documentation is not provided (such as with income self-certification), or where poor credit history increases the
risk and results in pricing at a higher than normal lending rate.

Non-trading portfolios

Portfolios that comprise positions that primarily arise from the interest rate management of our retail and
commercial banking assets and liabilities, financial investments designated as available for sale and held to
maturity, and exposures arising from our insurance operations.

Non-trading risk

The market risk arising from non-trading portfolios.

O
Offset mortgages

A flexible type of mortgage where a borrowers savings balance(s) held at the same institution can be used to offset
the mortgage balance outstanding. The borrower pays interest on the net balance which is calculated by
subtracting the credit balance(s) from the debit balance. As part of the offset mortgage a total facility limit is
agreed and the borrower may redraw up to a pre-agreed limit.

Overnight Index Swap


discounting

A method of valuing collateralised interest rate derivatives which uses a discount curve that reflects the overnight
interest rate typically earned or paid in respect of collateral received.

Operational risk

The risk of loss resulting from inadequate or failed internal processes, people and systems or from external events,
including legal risk.

Over-the-counter (OTC)

A bilateral transaction (e.g. derivatives) that is not exchange traded and that is valued using valuation models.

P
Pension risk

The risk that contributions from Group companies and members fail to generate sufficient funds to meet the cost of
accruing benefits for the future service of active members, and the risk that the performance of assets held in
pension funds is insufficient to cover existing pension liabilities.

Performance shares

Awards of HSBC Holdings ordinary shares under employee share plans that are subject to the achievement of
corporate performance conditions.

Personal lending

See Retail loans.

PRA standard rules

The method prescribed by the PRA for calculating market risk capital requirements in the absence of VaR model
approval.

Prime

A US description for mortgages granted to the most creditworthy category of borrowers.

Private equity investments

Equity securities in operating companies not quoted on a public exchange, often involving the investment of capital
in private companies or the acquisition of a public company that results in its delisting.

Probability of default (PD)

The probability that an obligor will default within one year.

Profit participation contribution


(PIS)

A federal tax which is imposed monthly on gross revenue earned by legal entities in Brazil. It is a mandatory
employer contribution to an employee savings initiative.

Prudential Regulation Authority


(PRA)

The Prudential Regulation Authority in the UK is responsible for prudential regulation and supervision of banks,
building societies, credit unions, insurers and major investment firms.

HSBC HOLDINGS PLC

488

Term

Definition

Regulatory matters

Investigations, reviews and other actions carried out by, or in response to the actions of, regulators or law
enforcement agencies in connection with alleged wrongdoing by HSBC.

Renegotiated loans

Loans for which the contractual payment terms have been changed because of significant concerns about the
borrowers ability to meet the contractual payments when due.

Repo/reverse repo
(or sale and repurchase
agreement)

A short-term funding agreement that allows a borrower to create a collateralised loan by selling a financial asset to a
lender. As part of the agreement the borrower commits to repurchase the security at a date in the future repaying
the proceeds of the loan. For the party on the other end of the transaction (buying the security and agreeing to
sell in the future) it is reverse repurchase agreement or a reverse repo.

Reputational risk

The risk that illegal, unethical or inappropriate behaviour by the Group itself, members of staff or clients or
representatives of the Group will damage HSBCs reputation, leading, potentially, to a loss of business, fines or
penalties.

Restricted Shares

Awards that define the number of HSBC Holdings ordinary shares to which the employee will become entitled,
generally between one and three years from the date of the award, and normally subject to the individual
remaining in employment. The shares to which the employee becomes entitled may be subject to retention
requirement.

Retail loans

Money lent to individuals rather than institutions. This includes both secured and unsecured loans such as mortgages
and credit card balances.

Return on equity

Profit attributable to ordinary shareholders of the parent company divided by average ordinary shareholders equity.

Return on tangible equity


(ROTE)

Profit attributable to ordinary shareholders of the parent company, adjusted for movements in PVIF and
impairments of goodwill divided by average ordinary shareholders equity, adjusted for PVIF, goodwill and other
intangibles (net of deferred tax).

Risk appetite

The aggregate level and types of risk a firm is willing to assume within its risk capacity to achieve its strategic
objectives and business plan.

Risk capacity

The maximum level of risk the firm can assume before breaching constraints determined by regulatory capital and
liquidity needs and its obligations, also from a conduct perspective, to depositors, policyholders, other customers
and shareholders.

Risk-weighted assets (RWAs)

Calculated by assigning a degree of risk expressed as a percentage (risk weight) to an exposure value.

Run-off portfolios

Legacy credit in GB&M, the US CML portfolio and other US run-off portfolios, including the treasury services related
to the US CML businesses and commercial operations in run-off. Origination of new business in the run-off
portfolios has been discontinued and balances are being managed down through attrition and sale.

S
Sale and repurchase agreement

See repo above.

Second lien

A security interest granted over an item of property to secure the repayment of a debt that is issued against the
same collateral as a first lien but that is subordinate to it. In the case of default, repayment for this debt will only
be received after the first lien has been repaid.

Securitisation

A transaction or scheme whereby the credit risk associated with an exposure, or pool of exposures, is tranched and
where payments to investors in the transaction or scheme are dependent upon the performance of the exposure
or pool of exposures. A traditional securitisation involves the transfer of the exposures being securitised to a SPE
which issues securities. In a synthetic securitisation, the tranching is achieved by the use of credit derivatives and
the exposures are not removed from the balance sheet of the originator.

Securitisation swap

An interest rate or cross currency swap with notional linked to the size of the outstanding asset portfolio in a
securitisation. Securitisation swaps are typically executed by securitisation vehicles to hedge interest rate risk
arising from mismatches between the interest rate risk profile of the asset portfolio and that of the securities
issued by the vehicle.

Short sale

In relation to credit risk management, a short sale is an arrangement in which a bank permits the borrower to sell
the property for less than the amount outstanding under a loan agreement. The proceeds are used to reduce the
outstanding loan balance and the borrower is subsequently released from any further obligations on the loan.

Single-issuer liquidity facility

A liquidity or stand-by line provided to a corporate customer which is different from a similar line provided to a
conduit funding vehicle.

Social security financing


contribution (COFINS)

A federal tax imposed monthly on gross revenue earned by legal entities in Brazil. It is a contribution to finance the
social security system.

Sovereign exposures

Exposures to governments, ministries, departments of governments, embassies, consulates and exposures on


account of cash balances and deposits with central banks.

Special Purpose Entity (SPE)

A corporation, trust or other non-bank entity, established for a narrowly defined purpose, including for carrying on
securitisation activities. The structure of the SPE and its activities are intended to isolate its obligations from those
of the originator and the holders of the beneficial interests in the securitisation.

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489

Financial Review

The capital which HSBC holds, determined in accordance with CRDIV as implemented by the PRA for the
consolidated Group and by local regulators for individual Group companies.

Corporate Governance

Regulatory capital

Financial Statements

The refi (or refinancing) rate is set by the European Central Bank (ECB) and is the price banks pay to borrow from
ECB.

Shareholder Information

Refi rate

Strategic Report

Shareholder information (continued)


Glossary

Term

Definition

Standardised approach
(STD)

In relation to credit risk, a method for calculating credit risk capital requirements using ratings agencies and
supervisory risk weights. In relation to operational risk, a method of calculating the operational capital
requirement by the application of a supervisory defined percentage charge to the gross income of eight specified
business lines.

Stressed VaR

A market risk measure based on potential market movements for a continuous one-year period of stress for a
trading portfolio

Structured entities
(SEs)

An entity that has been designed so that voting or similar rights are not the dominant factor in deciding who controls
the entity, such as when voting rights relate to administrative tasks only and the relevant activities are directed by
means of contractual arrangements.

Structured finance/notes

An instrument whose return is linked to the level of a specified index or the level of a specified asset. The return on a
structured note can be linked to equities, interest rates, foreign exchange, commodities or credit. Structured
notes may or may not offer full or partial capital protection in the event of a decline in the underlying index or
asset.

Student loan-related assets

Securities with collateral relating to student loans.

Subordinated liabilities

Liabilities which rank after the claims of other creditors of the issuer in the event of insolvency or liquidation.

Sub-prime

A US description for customers with high credit risk, for example those who have limited credit histories, modest
incomes, high debt-to-income ratios, high loan-to-value ratios (for real estate secured products) or have
experienced credit problems caused by occasional delinquencies, prior charge-offs, bankruptcy or other creditrelated problems.

Sustainability risk

The risk that the environmental and social effects of providing financial services outweigh the economic benefits.

Systemic Risk Buffer (SRB)

A capital buffer prescribed in the EU under CRD IV, to address risks in the financial sector as a whole, or one or more
sub-sectors, to be deployed as necessary by each EU member state with a view to mitigate structural macroprudential risk. In the UK this was transposed in January 2015 and is intended to apply to ring-fenced banks and
building societies over a certain threshold.

Systems risk

The risk of failure or other deficiency in the automated platforms that support the Groups daily execution and the
systems infrastructure on which they reside, including data centres, networks and distributed computers.

T
Tier 1 capital

A component of regulatory capital, as defined in CRDIV, comprising common equity tier 1 and additional tier 1.
Additional tier 1 capital includes eligible non-common equity capital securities and any related share premium.

Tier 2 capital

A component of regulatory capital, as defined in CRDIV, comprising eligible capital securities and any related share
premium.

Total Loss Absorbing Capacity


(TLAC)

Requirements set out by the FSB for global systemically important banks to have a sufficient amount of specific types
of liabilities which can be used to absorb losses and recapitalise a bank in resolution. These requirements were
finalised in November 2015 and are intended to facilitate an orderly resolution that minimises any impact on
financial stability, ensures the continuity of critical functions, and avoids exposing taxpayers to loss.

Trading portfolios

Positions arising from market-making and warehousing of customer-derived positions.

Trading risk

Market risk arising from trading portfolios.

Troubled debt restructuring

A US description for restructuring a debt whereby the creditor for economic or legal reasons related to a debtors
financial difficulties grants a concession to the debtor that it would not otherwise consider.

U
Unencumbered assets

Assets on our balance sheet which have not been pledged as collateral against an existing liability.

Unfunded exposures

An exposure where the notional amount of a contract has not been exchanged.

Up-shock

See down-shock.

US government agency and


US government sponsored
enterprises mortgage-related
assets

Securities that are guaranteed by US government agencies such as Ginnie Mae, or by US government sponsored
entities including Fannie Mae and Freddie Mac.

V
Value at risk
(VaR)

A measure of the loss that could occur on risk positions as a result of adverse movements in market risk factors (e.g.
rates, prices, volatilities) over a specified time horizon and to a given level of confidence.

W
Wholesale loans

Money lent to sovereign borrowers, banks, non-bank financial institutions and corporate entities.

Write-down/write-off

When a financial asset is written down or written off, a customer balance is partially or fully removed, respectively, from
the balance sheet. Loans (and related impairment allowance accounts) are normally written off, either partially or in
full, when there is no realistic prospect of recovery. Where loans are secured, this is generally after receipt of any
proceeds from the realisation of security. In circumstances where the net realisable value of any collateral has been
determined and there is no reasonable expectation of further recovery, write-off may be earlier.

Wrong-way risk

An adverse correlation between the counterpartys PD and the mark-to-market value of the underlying transaction.

HSBC HOLDINGS PLC

490

Back-testing 168, 214


Balance sheet
average 51
consolidated 61, 339
data 74, 80, 84, 87, 90, 94
HSBC Holdings 343
insurance manufacturing subsidiaries 181
linkages 170, 171
movement in 2015 62
regulatory 236
Balance Sheet Management 172, 216
Bancassurance 180
Basel Committee 112, 115, 241
Behaviouralisation 207, 215
Board of Directors 256
balance and independence 258
changes 8
committees 193, 262
information and support 259
meetings 257, 258
performance evaluation 260
powers 257
Brand 36, 114
Brazil
economic plans 454
labour claims 423
Buffers (capital) 240
Business synergies 16, 28, 29, 30, 31

C
Capital 227
buffers 240
five years 61
generation 228, 244
management 243
measurement and allocation 244
movements by major drivers 228
overview 228
ratios 26, 228
regulatory 228, 233, 239
resources 61
risks to capital 243
sensitivity 173
strength 26
Carbon dioxide emissions 98
Cash and cash equivalents 440
accounting policy 440
Cash flow
consolidated statement 340
hedges 397
HSBC Holdings 344
notes 439
payable by contractual maturities 164
Cautionary statement regarding forward-looking statements 478
Chairmans Committee 274
China (mainland) 83, 117
Chinese translation 473
Client assets 72
Climate business 37
Collateral and credit enhancements 138, 147, 162
management 202, 209
Commercial Banking 70
adjusted performance 2, 24
adjusted/reported reconciliation 66
areas of focus 28
business synergies 28
customers 28
products and services 28

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Strategic Report

Financial Review

Abbreviations 479
Accounting
developments (future) 347
estimates and judgements 64, 353, 354, 378, 402, 406, 421
policies 354, 357, 358, 359, 360, 362, 364, 369, 373, 377, 378, 393, 394,
398, 401, 402, 406, 410, 414, 416, 417, 418, 419, 421, 434, 437, 440, 441,
442, 445
Accounts
approval 457
basis of preparation 65, 347
consolidation and related disclosures 353
presentation of information 352
Accruals, deferred income and other liabilities 419
Acquisitions and disposals 231, 247
Actuarial assumptions 367
Adapting HSBC 11
Adjusted performance 23, 48
Advances to core funding ratio 156, 205
Ageing analysis 127
Annual General Meeting 280
resolutions 471
Anniversary (150th) 9
Anti-money laundering and sanctions 449
Areas of special interest 116
Asia 21, 82
adjusted performance 3
adjusted/reported reconciliation 77
balance sheet data 84, 376
collateral 139
country/business highlights 32
customer accounts 63
financial overview 32
goodwill 407
impaired loans 128
lending 123, 124, 127, 137, 139, 147, 391
loan impairment charges/allowances 32, 132, 134
mortgage loans 147
operating expenses 82
personal lending 143
principal operations 82
profit 32, 76, 82, 84
profit/(loss) by country 82, 83
renegotiated loans 130
reverse repos 143
risk-weighted assets 3
staff numbers 60, 82
total assets 76
wholesale lending 136
Asset-backed securities 203, 383
Assets
average balance sheet 51
by country 376
by geographical region 76, 80, 84, 87, 90, 94, 376
by global business 65, 80, 84, 87, 90, 94
charged as security 401
customer accounts 63
deferred tax 371
encumbered/unencumbered 162, 209
financial accounting/regulatory reconciliation 236
five years 61
held for sale 121, 122, 416
held in custody and under administration 96
intangible 410, 413
liquid assets of principal operating entities 157, 206
maturity analysis 426
movement in 2015 62
other 416
risk-weighted 2, 26, 63, 64, 228, 229, 247
total 26, 61, 65, 80, 339, 376
trading 124, 377
transferred (accounting policy) 401
Associates and joint ventures 402
accounting policy 402
Bank of Communications 333, 403
contingent liabilities 442

Corporate Governance

Financial Statements

critical accounting estimates and judgements 402


interests in 402
reported/adjusted 22, 25
reconciliation 49, 66, 77
share of profit in 60
transactions with other related parties 456
Auditor
arrangements 264
remuneration 368
report 323

Shareholder Information

Index

Shareholder information (continued)


Index

risk-weighted assets 2
Commercial real estate 137
Committees (Board) 262, 276
Communication with shareholders 284, 472
Communities (investing in) 39
Compliance risk 106, 178, 217
Concentration of exposure 123, 196
Conduct 40, 97, 332
Conduct & Values committee 193, 272
Conduits 443
Consent orders 113, 448
Constant currency 48
Consumer Credit Act 422
Contents 1
Contingent convertible securities 438
Contingent liabilities, contractual commitments and guarantees 441
accounting policy 441
Contractual maturity of financial liabilities 164
Corporate governance 249
codes report 256
Cost efficiency ratio 60, 79, 82, 86, 89, 92
Cost savings 21
Counterparty credit risk 232
Credit default swap regulatory investigation 453
Credit exposure 122
Credit quality 125
classifications 196, 198
Credit risk 118
description 105
in 2015 120
insurance 185, 222
management thereof 195
policies and practices 193
risk-weighted assets 229
Credit valuation adjustment 382
Critical accounting estimates and judgements 64, 353, 354, 378, 402, 406,
421
Customer accounts 51, 61, 62, 63, 74, 80, 84, 87, 90, 94, 160, 339, 376, 390,
405, 417, 428, 435
Customers 28, 29, 30, 31
Customer lending and deposit (combined) 62

service contracts 297


training and development 259
variable pay 45, 290, 303, 305
Disclosure philosophy 96
Disposal gains/groups 416
Disposals 440
Dispute risk 113
Diversity and inclusion 38, 278
Dividends 283, 371, 470
income 50, 74, 337, 358
payout ratio 50
per share 27

E
Earnings per share 50, 372
Earnings releases 472
Employees 278
compensation and benefits 318, 361
development 278
disabled 278
diversity and inclusion 38, 278
engagement 273
gender balance 38
health, welfare and safety 278
highest paid 319
material risk takers 300, 321
numbers 60, 79, 82, 86, 89, 92, 361
relations 278
remuneration policy 279, 300
reward 38
risk 104
share plans 279, 364
sign-on and severance 321
volunteering 5
whistleblowing 179
Encumbered assets 162, 209
Enhanced Disclosure Task Force 96
Enquiries (from shareholders) 472
Equity
five year 61
movement in 2015 63
Equity securities 169, 215
Europe 79
adjusted performance 3
adjusted/reported reconciliation 77
balance sheet data 80, 376
collateral 139
country/business highlights 32
customer accounts 63
financial overview 32
goodwill 407
impaired loans 128
lending 123, 124, 127, 137, 139, 147, 391
loan impairment charges/allowances 32, 132, 134
mortgage loans 147
operating expenses 79
personal lending 143
principal operations 79
profit 32, 76, 79
profit/(loss) by country 79
renegotiated loans 130
reverse repos 143
risk-weighted assets 3
staff numbers 60, 79
total assets 76
wholesale lending 136
Events after the balance sheet date 457

D
Dealings in HSBC Holdings plc securities 284
Debit valuation adjustment 382
Debt securities in issue 418
accounting policy 418
Defined terms 478
Deposits 51, 61, 62, 164
combined view 62
core 205
average balances and average rates 51
Derivatives
accounting policy 394
assets 124
credit 141, 142, 396
interest rate 422
market risk linkages 171
trading 395
Directors
appointments and re-election 257
benefits 311
biographies 249
conflicts of interest 261
emoluments 368
executive 256
exit payments 312
fees 311
induction 259
interests 282, 314
loss of office 312
non-executive 256
other directorships 296
payments to past Directors 311
pensions 312
performance evaluation 260, 307
relations with shareholders 261
remuneration (executive) 44, 289
remuneration (non-executive) 299, 317
responsibilities (statement of) 322

F
Fair value
accounting policy 378
adjustments 380
control framework 378
derivatives 395
reconciliation 384
valuation bases 382
Fee income (net) 53
Fiduciary risk 106, 189, 224
FIFA investigation 454
Financial assets

HSBC HOLDINGS PLC

492

Strategic Report

responsibilities 256
review 10
scorecard 316
Group Chairman
biography 249
interest in shares 314
responsibilities 256
statement 6
Group Chief Risk Officer
annual assessment 307
biography 253
interests in shares 314
remuneration 309
scorecard 316
Group Company Secretary
biography 254
role 259
Group Finance Director
annual assessment 307
biography 252
interests in shares 314
remuneration 308
scorecard 316
Group Management Board 262
Group Managing Directors 254
Group Remuneration Committee 270, 285, 302
Group Risk Committee 193, 266
Guarantees 441

Financial Review

accounting policy 357


designated at fair value 393
offsetting 434
Financial crime compliance and regulatory compliance 116
Financial guarantee contracts 441
accounting policy 441
Financial instruments 359
accounting policy (fair value) 359
accounting policy (valuation) 378
at fair value 378
control framework 378
credit quality 125, 196
critical accounting estimates and judgements (valuation) 378
net income from 54
not at fair value 390
past due but not impaired 127
Financial investments 398
accounting policy 398
gains less losses from 55
Financial liabilities
accounting policy 418
contractual maturities 164
designated at fair value 379, 418
offsetting 434
Financial overview 22
Financial risks (insurance) 183, 220
Financial Services Compensation Scheme 442
Financial System Vulnerabilities Committee 193, 268
Financial statements 336
Five-year comparisons 50, 61, 121, 148, 150
Fixed pay 44, 287, 289, 305, 310, 315
Footnotes 99, 191, 243, 346
Forbearance 129, 197
Foreign currencies/exchange 436
exposures 436
investigations and litigation 452
rates 50, 61
translation differences 48
Funding sources 160
Funds transfer pricing 207
Funds under management 96

G
Geographical regions 3, 76
adjusted/reported reconciliation 77
Global businesses 2, 65
adjusted/reported reconciliation 66
market risk 211
Global Banking and Markets 71
adjusted performance 2, 24
adjusted/reported reconciliation 66
areas of focus 29
business synergies 29
customers 29
fair value adjustments 381
products and services 29
risk-weighted assets 2
Global Private Banking 72
adjusted performance 2, 24
adjusted/reported reconciliation 66
areas of focus 31
business synergies 31
customers 31
products and services 31
risk-weighted assets 2
Global Standards 21
Glossary 483
Going concern 277, 353
Goodwill 406
accounting policy 406
carrying value 329
critical accounting estimates and judgements 406
impairment 407
Group Audit Committee 262
Group Chief Executive
annual assessment 307
biography 249
interests in shares 314
remuneration 313
remuneration history 313

Financial Statements

Headquarters 8
Health and safety 278
Hedge accounting 330
Held for sale assets 121, 122, 416
accounting policy 416
Highlights 2
Hiring practices investigation 455
HSBC at a glance 2
HSBC Finance 145
foreclosures 197
loan modifications 146
HSBC Holdings plc
balance sheet 343
cash flow 344
credit risk 152
dealing in securities 284
Directors emoluments 368
dividends 371
employee compensation 368
financial assets and liabilities 390
financial instruments not at fair value 392
foreign exchange VaR 174
Interest rate repricing gap 175
liquidity and funding 165, 210
market risk 174, 216
maturity analysis of assets and liabilities 432
net income from financial instruments 359
repricing gap maturities 175
share capital 281
statement of changes in equity 345
structural foreign exchange exposures 436
subordinated liabilities 425
subsidiaries, joint ventures, associates and other substantial holdings 457
transactions and balances with subsidiaries 457
Human rights 39

Corporate Governance

IFRSs compliance 347


Impairment
accounting policy 354
allowances 121, 134
assessment 201
available-for-sale financial assets 357
by industry and geographical region 132, 134
charges 22, 25, 49, 57, 121, 122
constant currency/reported reconciliation 149
critical accounting estimates and judgements 354
five years 150
goodwill 407
impaired loans 128, 331

HSBC HOLDINGS PLC

493

Shareholder Information

Shareholder information (continued)


Index

methodologies 202
reported/adjusted reconciliation 49
Income statement (consolidated) 50, 337
Information on HSBC (availability thereof) 473
Insurance
accounting policy 359, 360
asset and liability matching 181
balance sheet of manufacturing subsidiaries 181
bancassurance model 180
claims incurred (net) and movements in liabilities to policyholders 57,
360
in 2015 181
net earned premium income 56, 359
products 219
PVIF business 411
reinsurers share of liabilities 187
risk 107, 180, 188, 219, 223
sensitivities to non-economic assumptions 188
Intangible assets 410
accounting policy 410
movements 413
Interest income/expense (net) 51
accounting policy 358
average balance sheet 51
sensitivities 12, 216
Interest rate derivatives 422
Interim results 472
Internal control 275
effectiveness 277
Internet crime 43
IFRSs and Hong Kong Financial Reporting Standards comparison 347
Investor relations 473

maturity analysis 426


movement in 2015 62
offsetting 434
subordinated 423
total 61, 339
trading 417
under insurance contracts 419
Libor, Euribor and other rates investigations 451
LICs 22, 25, 49, 57
by geographical regions 33, 77
by global business 28, 29, 30
reported/adjusted reconciliation 49, 66, 77
Liquidity and funding 154, 204
assets 157, 206
behaviouralisation 207
contingent liquidity risk 159
description 105
funds transfer pricing 207
in 2015 155
insurance 187, 222
management of risk 156, 204
net contractual cash flows 158
policies and procedures 204
regulation 155
sources of funding 159, 204
Loans and advances
accounting policy 354
by country 151
by geographical region 123, 124
by industry over five years 148
collateral 138, 147, 202
commercial real estate 137
concentration of exposure 123
credit quality of 125
impairment 121
in held for sale 122
past due but not impaired 127
renegotiated 129
to banks 354, 391
to customers 26, 121, 354, 391
write-off 201
Loan Management Unit 202

J
Jaws 27
Joint ventures 405

K
Key management personnel 455
Key performance indicators 19

L
Latin America
adjusted performance 3
adjusted/reported reconciliation 77
balance sheet data 94, 376
collateral 139
country/business highlights 33
customer accounts 63
financial overview 33
goodwill 407
impaired loans 128
lending 123, 124, 127, 137, 139, 147, 391
loan impairment charges/allowances 33, 132, 134
mortgage loans 147
operating expenses 92
personal lending 143
principal operations 92
profit 33, 76
profit/(loss) by country 93
renegotiated loans 130
reverse repos 143
risk-weighted assets 3
staff numbers 60, 92
total assets 76
wholesale lending 136
Lease commitments 442
accounting policy 442
Legal
litigation and conduct 332
proceedings and regulatory matters 445
risk 218
Lending combined view 62
Leverage ratio 239, 246
Liabilities
average balance sheet 51
by geographical region 376
deferred tax 371
financial accounting/regulatory reconciliations 236
five years 61

M
Madoff 446
Market risk 166, 210
balance sheet linkages 170
description 105
governance 211
in 2015 167
insurance 184
measures 212
risk-weighting assets 232
sensitivity analysis 172, 173
capital and reserves 173
net interest income 172
Material risk takers 321
Maturity analysis of assets and liabilities 426
Maximum exposure to credit risk 122
Metals and mining 117
Middle East and North Africa
adjusted performance 3
adjusted/reported reconciliation 77
balance sheet data 87, 376
collateral 139
country/business highlights 33
customer accounts 63
financial overview 33
goodwill 407
impaired loans 128
lending 123, 124, 127, 137, 139, 147, 391
loan impairment charges/allowances 132, 134
mortgage loans 147
operating expenses 86
personal lending 143
principal operations 86
profit 33, 76, 86
profit/(loss) by country 86
renegotiated loans 130
reverse repos 143

HSBC HOLDINGS PLC

494

R
Ratios
advances to core funding 156, 205
capital 26, 228
capital strength 26
common equity tier 1 26, 42, 228
core tier 1 (CET 1) 26
cost efficiency 60, 79, 82, 86, 89, 92
dividend payout 50
dividends per share 50, 371
earnings per share 50, 372
leverage 239, 246
liquidity coverage 155
net asset value per ordinary share 61
return on average ordinary shareholders equity 27, 50, 285
return on average total assets 50
return on risk-weighted assets 64, 79, 82, 86, 89, 92
stressed coverage 157, 205
Reconciliation of reported and adjusted items 49, 66, 77
Reconciliation of RoRWA 64
Recovery and resolution 242
Registered office 497
Registrars 497
Regulatory
balance sheet 236
capital 233, 234, 244
capital buffers 239
developments 239
landscape 7
reconciliation to financial accounting 236
review of consumer enhancement services products 454
source and application 233
stress tests 116, 241
Related party transactions 455
Remuneration
adjustment, malus and clawback 301
benefits 305
bonus scorecards 315
business context 286
committee 270
committee members 270
Directors 44, 289, 299, 317
fixed pay 44, 289, 295, 305, 310
GPSP 310
in 2015 286
in 2016/17 287, 295
incentive scorecards 316, 317
letter 285
Pillar 3 remuneration 319
policy 45, 288, 315
principles 44
recruitment 296
release profile 294
report 302

O
Offsetting 434
accounting policy 434
Oil and gas prices 117
Operating expenses 58
by geographical region 77, 82, 86, 89, 92
by global business 28, 29, 30, 31
reported/adjusted 22, 25
reconciliation 49, 66, 77
Operating income 56, 358, 376
Operating profit 361
Operational risk 176, 217
description 106
in 2015 177
losses/incidents 177
management framework 176
Ordinary shares 281
Organisational structure chart 474
Other 73
Outlook 9, 11

P
Payment protection insurance 421
Pension plans
accounting policy 364
defined benefit plans 174, 216, 366
for directors 312
risk 107, 189, 225
People
empowering 38
risk 43, 114
Performance 285
adjusted 23, 48
reported 22
Perpetual subordinated capital securities 372

HSBC HOLDINGS PLC

495

Strategic Report
Financial Review

Network
delivery 14
value 16
Nomination Committee 270
Non-controlling interests 436
Non-GAAP measures 48
Non-interest income 358
Non-trading portfolios 169, 214
North America
adjusted performance 3
adjusted/reported reconciliation 77
balance sheet data 90, 376
collateral 139
country/business highlights 33
customer accounts 63
financial overview 33
goodwill 407
impaired loans 128
lending 123, 124, 127, 137, 139, 147, 391
loan impairment charges/allowances 33, 132, 134
mortgage loans 147
operating expenses 89
personal lending 143
principal operations 89
profit 33, 76, 89, 90
profit/(loss) by country 89
renegotiated loans 130
reverse repos 143
risk-weighted assets 3
staff numbers 60, 89
total assets 76
wholesale lending 136

Corporate Governance

Financial Statements

Personal lending 143


Philanthropic & Community Investment Oversight Committee 274
Pillar I, II and III 240, 246
Post-employment benefit plans 364, 456
accounting policy 364
Precious metals fix-related litigation and investigations 453
Preference shares 437
Preferred securities 61
Prepayments, accrued income and other assets 416
Products and services 28, 29. 30, 31, 373
Profit before tax
adjusted 3, 23, 285
by country 79, 83, 86, 89, 93
by geographical region 3, 76, 82, 86, 89, 92
by global business 2, 28, 29, 30, 31, 65, 74, 80, 84, 87, 90, 94
consolidated 50, 337
five years 50
reported 3, 22
reported/adjusted reconciliation 49, 66, 77
Profit for the year 50
Property 98
Provisions 421
accounting policy 421
critical accounting estimates and judgements 421
PVIF 57, 411

Shareholder Information

risk-weighted assets 3
staff numbers 60, 86
total assets 76
wholesale lending 136
Model risk 115
Monitor 116
Mortgages
lending 144
mortgage-backed securities 203
US mortgage-related investigations 448

Shareholder information (continued)


Index

reward strategy 279


scenarios 296
single figure 44, 305
variable pay 286, 303
Renegotiated loans 129, 197
Renewable energy 37
Repricing gap 175
Repurchase and reverse repurchase agreements 208
accounting policy 358
Reputational risk 106, 189, 225
Resolution strategy 242
Retail Banking and Wealth Management 68
adjusted performance 2, 24
adjusted/reported reconciliation 66
areas of focus 30
business synergies 30
customers 30
principal RBWM business 68
products and services 30
risk-weighted assets 2
Revenue
by country 79, 82, 86, 89, 92
by geographical region 77, 79, 82, 86, 89, 92
by global business 28, 29, 30, 31, 66
reported/adjusted 22, 24
reconciliation 49, 66, 77
Ring-fencing (UK) 111, 242
Risk
appetite 102, 194
assessment 278
banking risks 105
committee 266
compliance 106, 178, 217
conduct of business 112
contingent liquidity 159
counterparty 232
credit 105, 120, 195
credit cycle 111
credit spread 173, 214
cross-currency 210
cyber 114
data management 115
de-peg 214
dispute 113
economic outlook 110
eurozone 110
execution 114
factors 108
fiduciary 106, 189, 224
financial (insurance) 107, 183, 220
foreign exchange 174
gap 214
geopolitical 110
governance 102, 193
in 2015 42
information security 218, 269
insurance operations 107, 108, 180, 188, 219, 223
interest rate 208, 220
internet crime 267
legal 218
liquidity and funding 105, 154, 204
management of 42, 101
market 105, 166, 210
model 115
non-trading interest rate 215
oil and gas prices 117
operational 106, 176, 217
overview 42
people 43, 104, 114
pension 107, 189, 224
policies and practices 193
refinance 203
regulatory 111
reputational 106, 189, 225
security and fraud 218
stress testing 42, 103, 243
sustainability 107, 190, 226
systems 219
third party 115

top and emerging 43, 103, 110


US deferred prosecution agreement 113
vendor 219
Risk Management Meeting 194
Risk-weighted assets 26, 229
basis of preparation 247
by geographical region 3, 76, 229
by global businesses 2, 65, 229
counterparty 232
developments 241
five years 61
market risk 232
movement in 2015 20, 63
run-off portfolios 64, 229
targets 20
Role in society 4
RoRWA (reconciliation of measures) 64

S
Securities litigation 445
Securitisation 443
exposures 152, 203
litigation 449
Security and fraud risk 218
Segmental analysis 373
accounting policy 373
Senior management
biographies 254
emoluments 318
Sensitivities to non-economic assumptions (insurance) 188
Share-based payments 362
accounting policy 362
Share capital 281, 437
accounting policy 437
five years 61
in 2015 281
notifiable interests 284
rights and obligations 281
treasury shares 282
Share options 364, 439
Share plans
for directors 282, 314
for employees 279, 282, 363
Shareholder (communications with) 284, 472
numbers 470
profile 470
votes 315
Significant items 49, 52, 53, 54, 55, 56, 57, 59
Sources of funds 160
Standards (Global) 275
Statement of changes in equity 341, 345
Statement of comprehensive income (consolidated) 338
Stockbrokers 497
Stock symbols 473
Strategy 7, 12, 276
progress on strategic actions 18, 19, 20, 21
Stress testing 205, 213
Stressed coverage ratios 157, 205
Structural foreign exchange exposure 215
Structured entities 442
accounting policy 442, 445
HSBC sponsored 445
Subordinated loan capital 61, 340, 344
Subsidiaries 414
accounting policy 414
Sufficiency of float 284
Sustainability 39
risk 107, 190, 226
Systems risk 219

T
Targets 27
Tax
accounting policy 369
approach to 39
critical accounting estimates and judgements 370
deferred tax 335, 371
expense 60, 370
of shares and dividends 475
paid by region and country 97

HSBC HOLDINGS PLC

496

Strategic Report

reconciliation 370
tax-related investigations 451
Technology systems access 328
Three lines of defence 104, 177
Tier 1 securities 438
Tier 2 securities 426
Total loss absorbing capacity 242
Total shareholder return 312
Trade corridors 14
Trading assets 124, 377
accounting policy 377
Trading income (net) 54
Trading liabilities 417
accounting policy 417
Trading portfolios 167, 213

Financial Review

UK leverage ratio framework 241


Unobservable inputs 386
US 20
US deferred prosecution agreement 241

V
Value at risk 167, 212
Value of the network 14, 46
Values (HSBC) 4, 34
Vendor risk management 219
Viability 277
Volunteering 5

Shareholder Information

Financial Statements

Corporate Governance

Whistleblowing 179
Wholesale funding 155, 207
Wholesale lending 135

HSBC HOLDINGS PLC

497

HSBC HOLDINGS PLC


Incorporated in England on 1 January 1959 with limited
liability under the UK Companies Act
Registered in England: number 617987

ADR Depositary
The Bank of New York Mellon
Depositary Receipts
PO Box 30170
College Station, TX 77842-3170
USA
Telephone (US): 1 877 283 5786
Telephone (International): 1 201 680 6825
Email: shrrelations@bnymellon.com
Web: www.computershare.com/us/contact/
Pages/default.aspx

REGISTERED OFFICE AND


GROUP HEAD OFFICE
8 Canada Square
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Telephone: 44 020 7991 8888
Facsimile: 44 020 7992 4880
Web: www.hsbc.com

Paying Agent (France)


HSBC France
103 avenue des Champs Elyses
75419 Paris Cedex 08
France
Telephone: 33 1 40 70 22 56
Email: ost-agence-des-titres-hsbc-reims.hbfrdo@hsbc.fr
Web: www.hsbc.fr

REGISTRARS
Principal Register
Computershare Investor Services PLC
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Telephone: 44 0870 702 0137
Email: via website
Web: www.investorcentre.co.uk/contactus

STOCKBROKERS
Goldman Sachs International
Peterborough Court
133 Fleet Street
London EC4A 2BB
United Kingdom

Hong Kong Overseas Branch Register


Computershare Hong Kong Investor Services
Limited
Rooms 1712-1716, 17th floor
Hopewell Centre
183 Queens Road East
Hong Kong
Telephone: 852 2862 8555
Email: hsbc.ecom@computershare.com.hk
Web: www.computershare.com/hk/investors

Credit Suisse Securities (Europe) Limited


1 Cabot Square
London E14 4QT
United Kingdom
HSBC Bank plc
8 Canada Square
London E14 5HQ
United Kingdom

Bermuda Overseas Branch Register


Investor Relations Team
HSBC Bank Bermuda Limited
6 Front Street
Hamilton HM11
Bermuda
Telephone: 1 441 299 6737
Email: hbbm.shareholder.services@hsbc.bm
Web: www.computershare.com/investor/bm

HSBC HOLDINGS PLC

498

Copyright HSBC Holdings plc 2016


All rights reserved
No part of this publication may be reproduced,
stored in a retrieval system, or transmitted, in any
form or by any means, electronic, mechanical,
photocopying, recording, or otherwise, without the
prior written permission of HSBC Holdings plc.
Published by Group Finance, HSBC Holdings plc,
London
Designed by Addison Group, London (Strategic
Report) and by Group Finance, HSBC Holdings plc,
London (rest of Annual Report and Accounts)
Printed by Park Communications Limited, London, on
Revive 100 Offset board and paper using vegetable
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100% de-inked post-consumer waste. Pulps used are
totally chlorine-free.
The FSC logo identifies products which contain
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Photography
Getty Images: cover, inside front cover-page 1, pages
12-13, 14-15, 28, 29, 31, 32-33, 35 (inset centre,
bottom), 43, 46-47
Charles Best: pages 4-5, 6 (Group Chairman), 10
(Group Chief Executive), 34-35
Jardine Matheson Group: page 17
Enel Group: page 37
HSBC Human Ambition advertising campaign: pages
20-21, 30, 35 (inset top)
Pages 249-254: Directors and Secretary by Charles
Best, except Laura Cha and Paul Walsh by Patrick
Leung

HSBC Holdings plc


8 Canada Square
London E14 5HQ
United Kingdom
Telephone: 44 020 7991 8888
www.hsbc.com

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